0001193125-20-215049 | 10-Q | XBRL Viewer | Digital Media Solutions INC

Cover Page - shares	6 Months Ended
Cover Page - shares	Jun. 30, 2020	Aug. 07, 2020
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Entity Registrant Name	DIGITAL MEDIA SOLUTIONS, INC.
Entity Central Index Key	0001725134
Entity Incorporation, State or Country Code	DE
Entity File Number	001-38393
Entity Tax Identification Number	98-1399727
Entity Address, Address Line One	4800 140th Avenue N.
Entity Address, Address Line Two	Suite 101
Entity Address, City or Town	Clearwater
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33762
City Area Code	877
Local Phone Number	236-8632
Entity Filer Category	Accelerated Filer
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Emerging Growth Company	true
Entity Small Business	true
Entity Shell Company	false
Entity Ex Transition Period	false
Former Address [Member]
Document Information [Line Items]
Entity Registrant Name	Leo Holdings Corp.
Entity Address, Address Line One	21 Grosvenor Place
Entity Address, City or Town	London
Entity Address, Postal Zip Code	SW1X
Class A Common Stock [Member]
Document Information [Line Items]
Trading Symbol	DMS
Title of 12(b) Security	Class A common stock, $0.0001 par value per share
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		32,293,793
Warrant [Member]
Document Information [Line Items]
Trading Symbol	DMS WS
Title of 12(b) Security	Redeemable warrants to acquire Class A common stock
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		13,999,998

CONDENSED BALANCE SHEETS - USD ($)	Jun. 30, 2020	Dec. 31, 2019
Current assets:
Cash	$ 243	$ 243
Prepaid expenses	48,334	39,567
Total current assets	48,577	39,810
Investments held in Trust Account	200,768,225	207,190,740
Total assets	200,816,802	207,230,550
Current liabilities:
Accrued expenses	3,649,900	2,860,900
Accrued expenses – related party	110,000	50,000
Due to related party	1,426,344	386,687
Accounts payable	1,574,421	1,583,870
Total current liabilities	6,670,665	4,881,457
Deferred underwriting commissions	7,000,000	7,000,000
Total liabilities	13,760,665	11,881,457
Commitments
Shareholders' Equity:
Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding	0	0
Additional paid-in capital	4,892,534	3,730,127
Retained earnings	106,862	1,269,279
Total shareholders' equity	5,000,007	5,000,003
Total Liabilities and Shareholders' Equity	200,816,802	207,230,550
Class A Ordinary Shares [Member]
Current liabilities:
Class A ordinary shares, $0.0001 par value; 18,205,613 and 19,034,909 shares subject to possible redemption as of June 30, 2020 and December 31, 2019 respectively	182,056,130	190,349,090
Shareholders' Equity:
Ordinary shares	111	97
Total shareholders' equity	111	97
Class B Ordinary Shares [Member]
Shareholders' Equity:
Ordinary shares	500	500
Total shareholders' equity	$ 500	$ 500

CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2020	Dec. 31, 2019
Preference shares, par value	$ 0.0001	$ 0.0001
Preference shares, shares authorized	1,000,000	1,000,000
Preference shares, shares issued	0	0
Preference shares, shares outstanding	0	0
Class A Ordinary Shares [Member]
Ordinary shares subject to possible redemption, par value	$ 0.0001	$ 0.0001
Ordinary shares subject to possible redemption, shares	18,205,613	19,034,909
Ordinary shares, par value	$ 0.0001	$ 0.0001
Ordinary shares, shares authorized	200,000,000	200,000,000
Ordinary shares, shares issued	1,107,194	1,107,194
Ordinary shares, shares outstanding	965,091	965,091
Class B Ordinary Shares [Member]
Ordinary shares, par value	$ 0.0001	$ 0.0001
Ordinary shares, shares authorized	20,000,000	20,000,000
Ordinary shares, shares issued	5,000,000	5,000,000
Ordinary shares, shares outstanding	5,000,000	5,000,000

UNAUDITED CONDENSED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended
UNAUDITED CONDENSED STATEMENTS OF OPERATIONS - USD ($)	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
General and administrative expenses	$ 459,975	$ 2,492,205	$ 1,870,442	$ 4,079,933
Loss from operations	(459,975)	(2,492,205)	(1,870,442)	(4,079,933)
Interest income	74,775	1,135,289	708,025	2,261,283
Net loss	$ (385,200)	$ (1,356,916)	$ (1,162,417)	$ (1,818,650)
Class A Ordinary Shares [Member]
Weighted average shares outstanding	20,000,000	20,000,000	20,000,000	20,000,000
Basic and diluted net income per share	$ 0.00	$ 0.06	$ 0.04	$ 0.11
Class B Ordinary Shares [Member]
Weighted average shares outstanding	5,000,000	5,000,000	5,000,000	5,000,000
Basic and diluted net income per share	$ (0.09)	$ (0.50)	$ (0.37)	$ (0.82)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

UNAUDITED CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($)

Total

Additional Paid-in Capital [Member]

Retained Earnings [Member]

Class A Ordinary Shares [Member]

Class B Ordinary Shares [Member]

Beginning Balance at Dec. 31, 2018

$ 5,000,002

$ 2,412,951

$ 2,586,468

$ 83

$ 500

Beginning Balance (Shares) at Dec. 31, 2018

833,372

5,000,000

Common stock subject to possible redemption

^[1]

461,740

461,735

$ 5

Common stock subject to possible redemption (Shares)

^[1]

46,174

Net loss

(461,734)

Ending Balance at Mar. 31, 2019

5,000,008

2,874,686

2,124,734

$ 88

$ 500

Ending Balance (Shares) at Mar. 31, 2019

879,546

5,000,000

Beginning Balance at Dec. 31, 2018

5,000,002

2,412,951

2,586,468

$ 83

$ 500

Beginning Balance (Shares) at Dec. 31, 2018

833,372

5,000,000

Net loss

(1,818,650)

Ending Balance at Jun. 30, 2019

5,000,002

4,231,582

767,818

$ 102

$ 500

Ending Balance (Shares) at Jun. 30, 2019

1,015,237

5,000,000

Beginning Balance at Mar. 31, 2019

5,000,008

2,874,686

2,124,734

$ 88

$ 500

Beginning Balance (Shares) at Mar. 31, 2019

879,546

5,000,000

Common stock subject to possible redemption

^[1]

1,356,910

1,356,896

$ 14

Common stock subject to possible redemption (Shares)

^[1]

135,691

Net loss

(1,356,916)

Ending Balance at Jun. 30, 2019

5,000,002

4,231,582

767,818

$ 102

$ 500

Ending Balance (Shares) at Jun. 30, 2019

1,015,237

5,000,000

Beginning Balance at Dec. 31, 2019

5,000,003

3,730,127

1,269,279

$ 97

$ 500

Beginning Balance (Shares) at Dec. 31, 2019

965,091

5,000,000

Common stock subject to possible redemption

^[1]

777,221

777,211

$ 10

Common stock subject to possible redemption (Shares)

^[1]

103,583

Net loss

(777,217)

Ending Balance at Mar. 31, 2020

5,000,007

4,507,338

492,062

$ 107

$ 500

Ending Balance (Shares) at Mar. 31, 2020

1,068,674

5,000,000

Beginning Balance at Dec. 31, 2019

5,000,003

3,730,127

1,269,279

$ 97

$ 500

Beginning Balance (Shares) at Dec. 31, 2019

965,091

5,000,000

Net loss

(1,162,417)

Ending Balance at Jun. 30, 2020

5,000,007

4,892,534

106,862

$ 111

$ 500

Ending Balance (Shares) at Jun. 30, 2020

1,107,194

5,000,000

Beginning Balance at Mar. 31, 2020

5,000,007

4,507,338

492,062

$ 107

$ 500

Beginning Balance (Shares) at Mar. 31, 2020

1,068,674

5,000,000

Common stock subject to possible redemption

^[1]

385,200

385,196

$ 4

Common stock subject to possible redemption (Shares)

^[1]

38,520

Net loss

(385,200)

Ending Balance at Jun. 30, 2020

$ 5,000,007

$ 4,892,534

$ 106,862

$ 111

$ 500

Ending Balance (Shares) at Jun. 30, 2020

1,107,194

5,000,000

[1]	Including the redemption of 687,193 Class A ordinary shares on February 11, 2020

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

+ References + Details

UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS - USD ($)	6 Months Ended
UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS - USD ($)	Jun. 30, 2020	Jun. 30, 2019
Cash flows operating activities
Net (loss) income	$ (1,162,417)	$ (1,818,650)
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities
Interest income held in Trust Account	(708,024)	(2,261,283)
Changes in operating assets and liabilities:
Prepaid expenses	(8,767)	(11,826)
Accounts payable	(9,449)	1,135,404
Accrued expenses	789,000	2,329,551
Accrued expenses – related party	60,000	80,184
Due to related party	1,039,657
Net cash provided by (used in) operating activities		(546,620)
Cash flows from investing activities
Withdrawal from Trust Account upon redemption	7,130,539
Net cash used in investing activities	7,130,539
Cash flows from financing activities
Redemption of Class A ordinary shares	(7,130,539)
Net cash provided by (used in) financing activities	(7,130,539)
Net increase (decrease) in cash during the year		(546,620)
Cash – beginning of period	243	550,164
Cash – end of period	243	3,544
Class A Ordinary Shares [Member]
Supplemental cash flow information
(Decrease) increase in value of Class A ordinary shares subject to possible redemption	$ 1,162,421	$ (1,818,650)

Description of Organization and Business Operations

6 Months Ended

Jun. 30, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of Organization and Business Operations

Note 1. Description of Organization and Business Operations

As of June 30, 2020, Leo Holdings Corp. (the “Company”) was a blank check company incorporated in the Cayman Islands on November 29, 2017. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. Although the Company was not limited to a particular industry or sector for purposes of consummating an initial business combination, the Company focused its search on companies in the consumer sector. The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies. As of June 30, 2020, the Company had not commenced any operations. All activity for the period from November 29, 2017 (inception) to June 30, 2020 relates to the Company’s formation, the Initial Public Offering (as defined below), and since the closing of the offering, the search for a prospective initial business combination and activities in connection with the Business Combination. As of June 30, 2020, the Company had not generated any operating revenues. The Company generated

non-operating

income in the form of interest income from the proceeds derived from the Initial Public Offering.

The Company’s sponsor is Leo Investors Limited Partnership, a Cayman Island exempted limited partnership (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on February 12, 2018. On February 15, 2018, the Company consummated its initial public offering (the “Initial Public Offering”) of 20,000,000 units (each, a “Unit” and collectively, the “Units”) sold to the public at a price of $10.00 per Unit, generating gross proceeds of $200.0 million, and incurring offering costs of approximately $11.9 million, inclusive of $7.0 million in deferred underwriting commissions (Note 5). The underwriter was granted a

45-day

option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 3,000,000 additional Units to cover over-allotments, if any, at $10.00 per Unit. The over-allotment option was not exercised prior to its expiration. Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (the “Private Placement”) of 4,000,000 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”) at a price of $1.50 per Private Placement Warrant to the Sponsor, and generating gross proceeds of $6 million (Note 4).

Upon the closing of the Initial Public Offering and Private Placement, $200.0 million ($10.00 per Unit) of the net proceeds of the sale of the Units in the Initial Public Offering and certain of the proceeds of the Private Placement were placed in a trust account (the “Trust Account”), located in the United States at J.P. Morgan Chase Bank, N.A., with Continental Stock Transfer & Trust Company acting as trustee, and invested only in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 180 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of paragraphs (d)(2), (d)(3) and (d)(4) of

Rule 2a-7

of the Investment Company Act, as determined by the Company, until the earlier of: (i) the completion of an initial business combination and (ii) the distribution of the Trust Account as described below.

The Company’s management had broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds were intended to be applied generally toward consummating an initial business combination. The Company was required to complete one or more initial business combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding the deferred underwriting commissions and taxes payable on income earned on the Trust Account) at the time of the agreement to enter into the Business Combination. However, the Company was only to complete a business combination if the post-transaction company owned or acquired 50% or more of the outstanding voting securities of the target or otherwise acquired a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act.

The Company provided holders of its outstanding Class A ordinary shares, par value $0.0001 (“Class A ordinary shares”), sold in the Initial Public Offering (the “public shareholders”) the opportunity to redeem all or a portion of their Public Shares (as defined below in Note 3) upon the completion of the Business Combination. These Public Shares will be recorded at a redemption value and classified as temporary equity upon the completion of the Initial Public Offering in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “

Distinguishing Liabilities from Equity

.” In such case, the Company was to proceed with the Business Combination if the Company had net tangible assets of at least $5,000,001 upon consummation of the Business Combination and a majority of the shares voted are voted in favor of the Business Combination. If a shareholder vote was not required by law and the Company decided to hold

a shareholder vote for business or other legal reasons, the Company would have, pursuant to its amended and restated memorandum and articles of association, conducted the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (the “SEC”) and filed tender offer documents with the SEC prior to completing the Business Combination. If, however, shareholder approval of a Business Combination was required by law, or the Company decided to obtain shareholder approval for business or legal reasons, the Company will offer to redeem Public Shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each public shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. Sponsor and the Company’s officers and directors agreed to vote their Founder Shares (as defined below in Note 4) and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination and agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination.

Notwithstanding the foregoing, the Company’s amended and restated memorandum and articles of association (as of prior to the Business Combination) provided 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 shares with respect to more than an aggregate of 15% or more of the Class A ordinary shares sold in the Initial Public Offering, without the prior consent of the Company.

The Sponsor and the Company’s directors and executive officers agreed not to propose an amendment to the Company’s amended and restated memorandum and articles of association that would affect the substance or timing of the Company’s obligation to redeem 100% of its Public Shares if the Company had not completed the Business Combination, unless the Company provided the public shareholders with the opportunity to redeem their Class A ordinary shares in conjunction with any such amendment.

The Company initially had 24 months from the closing of the Initial Public Offering, or February 15, 2020 to complete an initial business combination. On February 11, 2020, the Company held a special meeting of shareholders (the “General Meeting”) to approve an extension of time for the Company to complete an initial business combination through July 31, 2020 (the “Extension”). The Extension was approved, and in connection with the vote to approve the Extension, the holders of 687,193 Class A ordinary shares properly exercised their right to redeem their shares for cash at a redemption price of approximately $10.38 per share, for an aggregate redemption amount of approximately $7.13 million.

The DMS Business Combination

As previously announced, Leo entered into a Business Combination Agreement, dated April 23, 2020 (the “Business Combination Agreement”), by and among Leo, Digital Media Solutions Holdings, LLC (“DMS”), CEP V DMS US Blocker Company, a Delaware corporation (“Blocker Corp”), Prism Data, LLC, a Delaware limited liability company (“Prism”), CEP

V-A

DMS AIV Limited Partnership, a Delaware limited partnership (“Clairvest Direct Seller”), Clairvest Equity Partners V Limited Partnership, an Ontario, Canada limited partnership (“Blocker Seller 1”), CEP V

Co-Investment

Limited Partnership, a Manitoba, Canada limited partnership (“Blocker Seller 2” and, together with Blocker Seller 1, “Blocker Sellers” and, together with Prism and Clairvest Direct Seller, the “Sellers”), Clairvest GP Manageco Inc., an Ontario corporation as a Seller Representative, and, solely for the limited purposes set forth therein, Leo Investors Limited Partnership, a Cayman Islands exempted limited partnership (“Sponsor”).

Prior to entering into the Business Combination Agreement, Leo entered into subscription agreements (the “Subscription Agreements”) with certain qualified institutional buyers and accredited investors (the “PIPE Investors”), including Lion Capital (Guernsey) Bridgeco Limited (“Sponsor PIPE Entity”), pursuant to which the PIPE Investors collectively subscribed for 10,424,282 shares of New DMS Class A Common Stock (as defined below) for an aggregate purchase price of $100,000,000, with 7,624,282 of such shares being subscribed for by Sponsor PIPE Entity (the “PIPE Investment”). Pursuant to the Subscription Agreements, the PIPE Investors are entitled to certain customary registration rights.

On July 15, 2020, as contemplated by the Business Combination Agreement, the following transactions were consummated (the “Closing”):

•

pursuant to the Amended and Restated Sponsor Shares and Warrant Surrender Agreement, dated June 22, 2020, between Sponsor, Leo and certain directors and officers of Leo (the “Surrender Agreement”), Sponsor surrendered and forfeited to Leo 2,000,000 warrants to purchase Class A ordinary shares, par value $0.0001 per share, of Leo (“Class A ordinary shares”) and, together with certain other holders, 1,924,282 Class B ordinary shares, par value $0.0001 per share, of Leo (“Class B ordinary shares”);

•

Leo filed a notice of deregistration with the Cayman Islands Registrar of Companies, together with the necessary accompanying documents, and filed a certificate of incorporation (the “New DMS Certificate of Incorporation”), and a certificate of corporate domestication with the Secretary of State of the State of Delaware, under which Leo was domesticated and continues as a Delaware corporation, changing its name to “Digital Media Solutions, Inc.” (“New DMS”) (the “Domestication”) and, in connection with the Domestication, the following transactions occurred:

•

the issued and outstanding Class A ordinary shares converted automatically by operation of law, on a

one-for-one

basis, into shares of Class A common stock, par value $0.0001 per share, of New DMS (“New DMS Class A Common Stock”);

•

the issued and outstanding Class B ordinary shares converted automatically by operation of law, on a

one-for-one

basis without giving effect to any rights of adjustment or other anti-dilution protections, into shares of New DMS Class A Common Stock;

•

the issued and outstanding redeemable warrants that were registered pursuant to the Registration Statement on Form

S-1

(333-222599)

of Leo became automatically redeemable warrants to acquire shares of New DMS Class A Common Stock;

•

each issued and outstanding unit of Leo that had not been previously separated into the underlying Class A ordinary share and underlying warrant upon the request of the holder thereof was cancelled and the holder thereof became entitled to one share of New DMS Class A Common Stock and

one-half

of one redeemable warrant to acquire one share of New DMS Class A Common Stock; and

•

the issued and outstanding warrants of Leo to purchase Class A ordinary shares that were issued in a private placement automatically became warrants to acquire shares of New DMS Class A Common Stock;

•

New DMS consummated the PIPE Investment;

•

New DMS paid $30,000,000 to DMS to be used as cash on the DMS balance sheet;

•

New DMS paid $10,000,000 to DMS, which DMS used to pay down outstanding indebtedness under the Credit Agreement, dated July 3, 2018, by and among DMS, Digital Media Solutions, LLC, each of its affiliates party thereto, various financial institutions part thereto and Monroe Capital Management Advisors, LLC, as Administrative Agent and Lead Arranger;

•

New DMS purchased all of the issued and outstanding common stock of Blocker Corp and a portion of the units of DMS held by Prism and Clairvest Direct Seller (which DMS Units were then immediately contributed to the capital of Blocker Corp), in exchange for the following aggregate consideration to the Sellers:

•

$57,255,217.33 in cash;

•

2,000,000 warrants to purchase New DMS Class A Common Stock (the “Seller Warrants”);

•

25,857,070 shares of Class B common stock, par value $0.0001 per share, of New DMS, which represent a voting,

non-economic

ownership interest in the Company, which, in accordance with the New DMS Certificate of Incorporation, will be retired on a

one-for-one

basis upon the redemption of any DMS Units (as defined below) held by Prism or Clairvest Direct Seller in accordance with the Amended Partnership Agreement (as defined below) (“New DMS Class B Common Stock”); and

•

17,937,954 shares of Class C common stock, par value $0.0001 per share, of New DMS, which represent a voting, economic ownership interest in the Company and are convertible into shares of New DMS Class A Common Stock in accordance with the New DMS Certificate of Incorporation on a

one-to-one

basis (the “New DMS Class C Common Stock” and, together with the New DMS Class A Common Stock and the New DMS Class C Common Stock, the “New DMS Common Stock”) (the immediately preceding four bullet points, collectively, the “Business Combination Consideration” and the consummation of such purchases by New DMS, the “Business Combination”).

In addition, in connection with the consummation of the Business Combination, new bylaws of the Company were approved (the “Bylaws”).

In connection with the consummation of the Business Combination, 18,456,968 shares of New DMS Class A Common Stock were redeemed in accordance with Leo’s prior constituent documents.

Upon consummation of the Business Combination, New DMS was organized into an umbrella

partnership-C

corporation (or

“Up-C”)

structure, in which substantially all of the assets and business of New DMS are held by DMS and continue to operate through the subsidiaries of DMS, and New DMS’s sole material assets are equity interests of DMS indirectly held by it. At the Closing, DMS and its then-current equity holders amended and restated the limited liability company agreement of DMS (the “Amended Partnership Agreement”), to, among other things:

•

recapitalize DMS such that, as of immediately following the consummation of the Business Combination, Prism and Clairvest Direct Seller collectively own 25,857,070 of the outstanding membership interests in DMS (“DMS Units”) and Blocker Corp owns 32,293,793 of the outstanding DMS Units; and

•

provide Clairvest Direct Seller and Prism the right to redeem their DMS Units for cash or, at New DMS’s option, New DMS may acquire such DMS Units (which DMS Units are expected to be contributed to Blocker Corp) in exchange for cash or shares of New DMS Class A Common Stock, in each case subject to certain restrictions set forth therein.

On July 16, 2020, DMS completed its previously announced acquisition of SmarterChaos and She Is Media (the “SmarterChaos/She Is Media Acquisition”). In connection with the SmarterChaos/She Is Media Acquisition, among other things, DMS issued the SmarterChaos and She Is Media sellers a certain number of DMS Units and the SmarterChaos and She Is Media sellers became parties to the Amended Partnership Agreement. The Company did not issue any shares of New DMS Class B Common Stock to the SmarterChaos and She Is Media sellers.

On July 17, 2020, Blocker Sellers exercised their right to convert the shares of New DMS Class C Common Stock issued to them in the Business Combination into shares of New DMS Class A Common Stock, on a

one-for-one

basis, in accordance with the New DMS Certificate of Incorporation (the “Conversion”). The Conversion was effective as of immediately prior to the close of business on July 17, 2020.

As of the close of business on July 17, 2020, after giving effect to Conversion, there were (i) 32,293,793 shares of New DMS Class A Common Stock outstanding, (ii) 25,857,070 shares of New DMS Class B Common Stock outstanding, (iii) no shares of New DMS Class C Common Stock outstanding and (iv) 13,999,998 warrants to purchase New DMS Class A Common Stock outstanding.

Going Concern Consideration

The accompanying unaudited condensed financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. As of June 30, 2020, the Company had approximately $243 in its operating bank account, approximately $200.8 million of interest income available in the Trust Account to pay for taxes, and a working capital deficit of approximately $6.7 million.

Through June 30, 2020, the Company’s liquidity needs have been satisfied through receipt of a $25,000 capital contribution from the Sponsor in exchange for the issuance of the Founder Shares (Note 4) to the Sponsor, $325,000 in loans from the Sponsor, and the net proceeds from the consummation of the Private Placement not held in the Trust Account. The Company fully repaid the loans from the Sponsor on February 20, 2018. The Sponsor also paid for certain general and administrative expenses on behalf of the Company. As of June 30, 2020 and December 31 2019, an aggregate of approximately $1.4 million and approximately $387,000 of these advances were due on

demand, non-interest bearing,

and were fully outstanding.

In addition, in order to finance transaction costs in connection with a Business Combination, the 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 (the “Working Capital Loans”) of up to $1.5 million (Note 4).

The Company used substantially all of the funds held in the trust account, including any amounts representing interest earned on the trust account (less taxes payable and deferred underwriting commissions), to complete the Business Combination on July 15, 2020. Funds held in the trust account were also used to fund the redemption of 18,456,968 shares of Class A common stock.

On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus (the

“COVID-19

outbreak”). On March 11, 2020, the WHO classified the

COVID-19

outbreak as a pandemic, based on the rapid increase in exposure globally. The full impact of the

COVID-19

outbreak continues to evolve. The impact of the

COVID-19

outbreak on the Company’s results of operations, financial position and cash flows will depend on future developments, including the duration and spread of the outbreak and related advisories and restrictions. These developments and the impact of the

COVID-19

outbreak on the financial markets and the overall economy are highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company’s results of operations, financial position and cash flows may be materially adversely affected.

Management is currently evaluating the impact of the

COVID-19

pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

In connection with the Company’s assessment of going concern considerations in accordance with FASB Accounting Standards Update (“ASU”)

2014-15,

“

Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern

,” management has determined that the working capital deficit, mandatory liquidation and subsequent dissolution raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after July 31, 2020.

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2020

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2—Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed interim financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. In the opinion of management, the unaudited condensed interim financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three months ended June 30, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020, or any future period. These unaudited condensed interim financial statements should be read in conjunction with the audited financial statements contained in the Company’s Annual Report

on Form 10-K filed with

the SEC on March 13, 2020.

Emerging Growth Company

Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (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 an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to

non-emerging

growth companies but any such an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard.

This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Net Income (Loss) Per Ordinary Share

The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “

Earnings Per Share

.” Net income (loss) per ordinary share is computed by dividing net income (loss) applicable to ordinary shareholders by the weighted average number of ordinary shares outstanding for the period. The Company has not considered the effect of the warrants sold in the Initial Public Offering and Private Placement to purchase an aggregate of 14,000,000 Class A ordinary shares in the calculation of diluted earnings per share, since their inclusion would be anti-dilutive under the treasury stock method. As a result, diluted earnings per ordinary share is the same as basic earnings per ordinary share for the periods presented.

The Company’s statements of operations (the “Statements of Operations”) include a presentation of income (loss) per share for ordinary shares subject to redemption in a manner similar

to the two-class method

of income per share. Net income per ordinary share, basic and diluted for Class A ordinary shares is calculated by dividing the interest income earned on the Trust Account, by the weighted average number of Class A ordinary shares outstanding for the periods. Net loss per ordinary share, basic and diluted for Class B ordinary shares is calculated by dividing the net income, less income attributable to Class A ordinary shares and any working capital loans, by the weighted average number of Class B ordinary shares outstanding for the periods presented.

Reconciliation of Net Income (Loss) per Ordinary Share

The Company’s net income (loss) is adjusted for the portion of income that is attributable to Class A ordinary shares subject to redemption, as these shares only participate in the earnings of the Trust Account (less applicable taxes) and not the income or losses of the Company. Accordingly, basic and diluted loss per Class A ordinary shares is calculated as follows:


	Three Months Ended June 30,						Six Months Ended June 30,
	2020			2019			2020			2019
Interest income held in Trust Account	$	74,775		$	1,135,289		$	708,025		$	2,261,283

Net income available to holders of Class A ordinary shares		74,775			1,135,289			708,025			2,261,283

Net loss	$	(385,200	)	$	(1,356,916	)	$	(1,162,417	)	$	(1,818,650	)
Less: Income attributable to Class A ordinary shares		(74,775	)		(1,135,289	)		(708,025	)		(2,261,283	)

Net loss attributable to holders of Class B ordinary shares	$	(459,975	)	$	(2,492,205	)	$	(1,870,442	)	$	(4,079,933	)

Basic and diluted weighted average shares outstanding of Class A ordinary shares		20,000,000			20,000,000			20,000,000			20,000,000

Basic and diluted net income per share, Class A	$	0.00		$	0.06		$	0.04		$	0.11

Basic and diluted weighted average shares outstanding of Class B ordinary shares		5,000,000			5,000,000			5,000,000			5,000,000

Basic and diluted net loss per share, Class B	$	(0.09	)	$	(0.50	)	$	(0.37	)	$	(0.82	)

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. At June 30, 2020 and December 31, 2019, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.

Financial Instruments

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC Topic 820, “

Fair Value Measurements and Disclosures

,” approximates the carrying amounts represented in the condensed Balance Sheets.

Fair Value Measurements

Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include:

•

Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets

•

Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

•

Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

ASC Topic 820,

Fair Value Measurement and Disclosures

, requires all entities to disclose the fair value of financial instruments, both assets and liabilities for which it is practicable to estimate fair value, and defines fair value of a financial instrument as the amount at which the instrument could be exchanged in a current transaction between willing parties. As of June 30, 2020 and December 31, 2019, the recorded values of cash, prepaid expenses, accounts payable, and accrued expenses approximate the fair values due to the short-term nature of the instruments.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires the Company’s 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 expenses during the reporting period. Actual results could differ from those estimates.

Offering Costs

Offering costs consisted of legal, accounting, underwriting fees and other costs that were directly related to the Initial Public Offering totaled approximately $11.9 million, inclusive of $7.0 million in deferred underwriting commissions, and were charged to shareholders’ equity upon the completion of the Initial Public Offering.

Class A Ordinary Shares Subject to Possible Redemption

The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in FASB ASC Topic 480 “

Distinguishing Liabilities from Equity

.” Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A 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, Class A ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at June 30, 2020 and December 31, 2019, 18,205,613 and 19,034,909 Class A ordinary shares subject to possible redemption at the redemption amount are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed balance sheets, respectively.

Income Taxes

The Company follows the asset and liability method of accounting for income taxes under FASB ASC Topic 740,

“Income Taxes.”

Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

FASB 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

to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction; therefore no income tax has been recorded. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2020 and December 31, 2019. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its current tax position.

The Company may be subject to potential examination by U.S. federal, U.S. state or foreign taxing authorities in the area 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 U.S. federal, U.S. state and 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.

Recent Accounting Pronouncements

The Company’s management does not believe that there are 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	6 Months Ended
Related Party Transactions	Jun. 30, 2020
Related Party Transactions [Abstract]
Related Party Transactions	Note 4 - Related Party Transactions Class B Ordinary Shares Prior to Leo’s initial public offering, in December 2017, Sponsor purchased 8,625,000 Class B ordinary shares, par value $0.0001, for an aggregate price of $25,000. In February 2018, Sponsor transferred 30,000 of such shares to each of the Leo Independent Directors. In February 2018, Sponsor effected a surrender of 2,875,000 Class B ordinary shares to us for no consideration, resulting in a decrease in the total number of Class B ordinary shares from 8,625,000 to 5,750,000. The Sponsor had agreed to forfeit up to 750,000 Class B ordinary shares to the extent that the over-allotment option was not exercised in full by the underwriter. On March 29, 2018, the over-allotment option expired and an aggregate of 750,000 shares were subsequently forfeited by Sponsor. The Class B ordinary shares were identical to the Class A ordinary shares, and holders of Class B ordinary shares had the same shareholder rights as holders of Class A ordinary shares, except that: (i) the Class B ordinary shares were subject to certain transfer restrictions; (ii) Sponsor the Company’s officers and directors entered into letter agreements with Leo, pursuant to which they agreed (a) to waive their redemption rights with respect to their Class B ordinary shares and Class A ordinary shares in connection with the completion of the Company’s business combination and (b) to waive their rights to liquidating distributions from the trust account with respect to their Class B ordinary shares if the Company failed to complete its business combination within the required time period, although they would have been entitled to liquidating distributions from the trust account with respect to any Class A ordinary shares they held if the Company failed to complete its business combination within such time period; (iii) the Class B ordinary shares were automatically convertible into Class A ordinary shares at the time of the Company’s business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, as described in the Company’s amended and restated memorandum and articles of association (which adjustment and anti-dilution rights were waived in connection with the Business Combination); and (iv) the Class B ordinary shares were subject to registration rights. If the Company submitted its business combination to its Class A ordinary shares for a vote, Sponsor and the Company’s officers and directors agreed to vote their Class B ordinary shares and any Class A ordinary shares purchased during or after the initial public offering in favor of the Company’s business combination. Permitted transferees of such holders of the Class B ordinary shares were subject to the same obligations. Pursuant to the Surrender Agreement, at the Closing, Sponsor, together with certain other holders, surrendered and forfeited to Leo 1,924,282 Class B ordinary shares for no consideration and as a capital contribution to Leo. For additional information, see the section of the Proxy Statement/Prospectus titled “ Business Combination—Related Agreements—Surrender Agreement .” In connection with the consummation of the Business Combination, the issued and outstanding Class B ordinary shares held by Sponsor and such other holders converted automatically by operation of law, on a one-for-one basis without giving effect to any rights of adjustment or other anti-dilution protections, into shares of New DMS Class A Common Stock. Private Placement Warrants Simultaneously with the consummation of the initial public offering, Sponsor purchased 4,000,000 Leo private placement warrants at a price of $1.50 per warrant, or $6,000,000 in the aggregate, in a private placement. Each Leo private placement warrant entitled the holder to purchase one Class A ordinary share for $11.50 per share. A portion of the proceeds from the sale of the Leo private placement warrants was placed in the trust account. The Leo private placement warrants were not permitted to be redeemed by Leo so long as they were held by Sponsor or its permitted transferees. If the Leo private placement warrants were held by holders other than Sponsor or its permitted transferees, the private placement warrants were redeemable by Leo and exercisable by the holders on the same basis as the Leo public warrants. Sponsor, or its permitted transferees, had the option to exercise the Leo private placement warrants on a cashless basis. In connection with the consummation of the Business Combination, (i) Sponsor surrendered and forfeited to Leo 2,000,000 of its Leo private placement warrants, (ii) the issued and outstanding Leo private placement warrants automatically became New DMS private placement warrants (no other changes were made to the terms of any issued and outstanding Leo private placement warrants as a result of the Business Combination) and (iii) 2,000,000 Seller Warrants were issued to the Sellers. The New DMS private placement warrants (including the shares of New DMS Class A Common Stock issuable upon exercise of the New DMS private placement warrants) may not, subject to certain limited exceptions, be transferred, assigned or sold until 30 days after the date of the Closing. Registration Rights Sponsor and Leo’s independent directors were entitled to registration rights pursuant to a registration rights agreement, which was amended and restated in connection with the Business Combination (the “Amended and Restated Registration Rights Agreement”). The Amended and Restated Registration Rights Agreement grants the certain Holders (as defined in the Amended and Restated Registration Rights Agreement) certain registration rights with respect to their registrable securities. For additional information, see the section of the Proxy Statement/Prospectus titled “ Business Combination — Related Agreements — Amended and Restated Registration Rights Agreement ”. Related Party Loans Sponsor and its affiliate had loaned us an aggregate of $300,000 to cover expenses related to the Initial Public Offering pursuant to a promissory note. This loan was non-interest bearing and became payable upon the completion of the Initial Public Offering. We repaid $300,000 on February 15, 2018. In addition, the sponsor and its affiliate loaned us another $25,000 for working capital. We fully repaid this amount on February 20, 2018. Lion Capital, LLP, an affiliate of Sponsor (“Lion Capital”), made further working capital loans to Leo in the aggregate amount of $2,991,360 outstanding as of July 15, 2020. In connection with the consummation of the Business Combination, Lion Capital canceled, or Leo repaid, the Company’s obligations with respect to such loans, effective as of immediately prior to the consummation of the Domestication. Sponsor and Leo’s officers and directors, or any of their respective affiliates, have been reimbursed for out-of-pocket expenses incurred in connection with activities on Leo’s behalf such as identifying potential target businesses and performing due diligence on suitable business combinations. Leo’s audit committee reviewed on a quarterly basis all payments that were made to Sponsor or Leo’s officers or directors or Leo’s or their affiliates and determined which expenses and the amount of expenses that were to be reimbursed. There was no cap or ceiling on the reimbursement of out-of-pocket expenses incurred by such persons in connection with activities on Leo’s behalf, although no such reimbursements were made from the proceeds of the initial public offering held in the trust account prior to the completion of the initial business combination. Administrative Support Agreement We agreed, commencing on the effective date of the Initial Public Offering in February 2018 through the earlier of our consummation of a business combination and our liquidation, to pay an affiliate of the Sponsor a total of $10,000 per month for office space, utilities and secretarial and administrative support. During the three and six months ended June 30, 2020 and 2019, an aggregate of $30,000 and $60,000, respectively, for each period in connection with such services was recorded in general and administrative expenses in the accompanying unaudited condensed statements of operations. As of June 30, 2020 and December 31, 2019, $110,000 and $50,000 was accrued on the accompanying unaudited condensed balance sheets, respectively. The agreement terminated and the Company ceased paying these monthly fees upon the Closing. Director Nomination Agreement At the Closing, New DMS, Sponsor, Sponsor PIPE Entity, Prism and Clairvest entered into the Director Nomination Agreement, pursuant to which, among other things Sponsor, Sponsor PIPE Entity, Prism and Clairvest each have certain rights to designate individuals to be nominated for election to the board of directors of New DMS. For additional information, see the section of the Proxy Statement/Prospectus titled “ Business Combination—Related Agreements—Director Nomination Agreement .”

Shareholders' Equity

6 Months Ended

Jun. 30, 2020

Federal Home Loan Banks [Abstract]

Shareholders' Equity

Note 6 - Shareholders’ Equity

Ordinary Shares

Class

A Ordinary Shares

—As of June 30, 2020, the Company was authorized to issue 200,000,000 Class A ordinary shares with a par value of $0.0001 per share. As of June 30, 2020 and December 31, 2019, there were 20,000,000 Class A ordinary shares issued or outstanding, including 18,205,613 and 19,034,909 Class A ordinary shares subject to possible redemption, respectively.

Class

B Ordinary Shares

—As of June 30, 2020, the Company was authorized to issue 20,000,000 Class B ordinary shares with a par value of $0.0001 per share. Holders of Class B ordinary shares are entitled to one vote for each share. In December 2017, the Company initially issued 8,625,000 Class B ordinary shares to the Sponsor. In February 2018, in connection with the decrease of the size of the Initial Public Offering, the Sponsor effected a surrender of 2,875,000 Class B ordinary shares to the Company for no consideration, resulting in a decrease in the total number of Class B ordinary shares from 8,625,000 to 5,750,000. Of the 5,750,000 Class B ordinary shares outstanding, up to 750,000 shares were subject to forfeiture to the Company by the Sponsor for no consideration to the extent that the underwriter’s over-allotment option was not exercised in full or in part, so that the Founder Shares would represent 20% of the Company’s issued and outstanding ordinary shares after the Initial Public Offering. On March 29, 2018, the over-allotment option expired and an aggregate of 750,000 shares were subsequently forfeited by the Sponsor. As of June 30, 2020 and December 31, 2019, there were 5,000,000 Class B ordinary shares issued or outstanding. Holders of Class A ordinary shares and Class B ordinary shares voted together as a single class on all matters submitted to a vote of shareholders except as required by law.

The certificate of incorporation filed in connection with the consummation of the Business Combination authorizes (i) 500,000,000 shares of Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), (ii) 60,000,000 shares of Class B Common Stock, par value $0.0001 per share (the “Class B Common Stock”) and (iii) 40,000,000 shares of Class C Common Stock, par value $0.0001 per share (the “Class C Common Stock” and, together with the Class A Common Stock and the Class B Common Stock, the “Common Stock”).

Preference Shares

—As of June 30, 2020, the Company was authorized to issue 1,000,000 preference shares with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. As of June 30, 2020 and December 31, 2019, there were no preference shares issued or outstanding. The certificate of incorporation filed in connection with the consummation of the Business Combination authorizes 100,000 shares of preferred stock, par value $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.

Warrants

—The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the Class A ordinary shares issuable upon exercise of the Public Warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their Public Warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company agreed that as soon as practicable, but in no event later than 20 business days, after the closing of a Business Combination, the Company will use its best efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the Public Warrants. The Company will use its best efforts to cause the same to become effective and to maintain the effectiveness of such registration statement, and a current prospectus relating thereto, until the expiration of the Public Warrants in accordance with the provisions of the warrant agreement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the Public Warrants is not effective by the sixtieth day after the closing of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation and may only be exercised for a whole number of shares.

The Private Placement Warrants are identical to the Public Warrants included in the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be

non-redeemable

so long as they are held by the Sponsor or its permitted transferees. If the Private Placement Warrants are held by someone other than the Sponsor or its permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants.

The Company may call the Public Warrants for redemption:

•

in whole and not in part;

•

at a price of $0.01 per warrant;

•

upon a minimum of 30 days’ prior written notice of redemption; and

•

if, and only if, the last reported closing price of the ordinary shares equals or exceeds $18.00 per share for any 20 trading days within a

30-trading

day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders.

If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement.

The exercise price and number of Class A ordinary shares issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend, or recapitalization, reorganization, merger or consolidation. However, the warrants will not be adjusted for issuances of Class A ordinary shares at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the warrant shares. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless.

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2020

Accounting Policies [Abstract]

Basis of Presentation

on Form 10-K filed with

the SEC on March 13, 2020.

Emerging Growth Company

non-emerging

Net Income (Loss) Per Ordinary Share

The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “

Earnings Per Share

The Company’s statements of operations (the “Statements of Operations”) include a presentation of income (loss) per share for ordinary shares subject to redemption in a manner similar

to the two-class method

Reconciliation of Net Income (Loss) per Ordinary Share


	Three Months Ended June 30,						Six Months Ended June 30,
	2020			2019			2020			2019
Interest income held in Trust Account	$	74,775		$	1,135,289		$	708,025		$	2,261,283

Net income available to holders of Class A ordinary shares		74,775			1,135,289			708,025			2,261,283

Net loss	$	(385,200	)	$	(1,356,916	)	$	(1,162,417	)	$	(1,818,650	)
Less: Income attributable to Class A ordinary shares		(74,775	)		(1,135,289	)		(708,025	)		(2,261,283	)

Net loss attributable to holders of Class B ordinary shares	$	(459,975	)	$	(2,492,205	)	$	(1,870,442	)	$	(4,079,933	)

Basic and diluted weighted average shares outstanding of Class A ordinary shares		20,000,000			20,000,000			20,000,000			20,000,000

Basic and diluted net income per share, Class A	$	0.00		$	0.06		$	0.04		$	0.11

Basic and diluted weighted average shares outstanding of Class B ordinary shares		5,000,000			5,000,000			5,000,000			5,000,000

Basic and diluted net loss per share, Class B	$	(0.09	)	$	(0.50	)	$	(0.37	)	$	(0.82	)

Concentration of Credit Risk

Financial Instruments

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC Topic 820, “

Fair Value Measurements and Disclosures

,” approximates the carrying amounts represented in the condensed Balance Sheets.

Fair Value Measurements

•

Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets

•

ASC Topic 820,

Fair Value Measurement and Disclosures

Use of Estimates

Offering Costs

Class A Ordinary Shares Subject to Possible Redemption

The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in FASB ASC Topic 480 “

Distinguishing Liabilities from Equity

Income Taxes

The Company follows the asset and liability method of accounting for income taxes under FASB ASC Topic 740,

“Income Taxes.”

more-likely-than-not

Recent Accounting Pronouncements

Description of Organization and Business Operations - Additional Information (Detail) - USD ($)							1 Months Ended	6 Months Ended	12 Months Ended
	Jul. 17, 2020	Jul. 15, 2020	Jun. 30, 2020	Jun. 22, 2020	Feb. 11, 2020	Feb. 15, 2018	Feb. 28, 2018	Jun. 30, 2020	Dec. 31, 2019	Dec. 31, 2017
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Gross proceeds from initial public offering						$ 200,000,000.0
Proceeds from sale of private placement units						$ 6,000,000
Sale of stock price per unit						$ 10.00
Minimum percentage of fair market value of business acquisition to trust account balance						80.00%
Minimum ownership percentage to be acquired for not to be registered as an investment company						50.00%
Net tangible assets						$ 5,000,001
Shares redemption obligation percentage								100.00%
Period for business combination from closing of Initial Public Offering								24 months
Amount available in operating bank account			$ 243					$ 243
Interest available			200,800,000					200,800,000
Working capital			6,700,000					$ 6,700,000
Cash recived from holding company			30,000,000
Line of Credit [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Repayment of outstanding debt			$ 10,000,000
PIPE Investors [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Common stock, subscribed			7,624,282					7,624,282
Prism and Clairvest Direct Seller [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Holding ownership interest of partnership			25,857,070					25,857,070
Blocker Corp [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Holding ownership interest of partnership			32,293,793					32,293,793
Cash consideration paid			$ 57,255,217.33					$ 57,255,217.33
Sponsor [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Proceeds from sale of private placement units								6,000,000
Receipt from capital contribution								25,000
Loans from sponsor			325,000					$ 325,000
Loan repayment date								Feb. 20, 2018
General and administrative expenses paid by sponsor								$ 1,400,000	$ 387,000
Sponsor [Member] \| Maximum [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Loans from sponsor			$ 1,500,000					$ 1,500,000
Class A Ordinary Shares [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Ordinary shares, par value			$ 0.0001	$ 0.0001				$ 0.0001	$ 0.0001
Common stock per share price			$ 0.0001	$ 0.0001				$ 0.0001	0.0001
EXercised right to redemptions shares			18,456,968		687,193
Redemption price per share					$ 10.38
Aggregate amount of redemption					$ 7,130,000
Class A Ordinary Shares [Member] \| Subsequent Event [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
EXercised right to redemptions shares		18,456,968
Class A Ordinary Shares [Member] \| Sponsor [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Repurchase of shares surrendered by sponsor				2,000,000
Class B Ordinary Shares [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Common stock Issued								25,857,070		8,625,000
Sale of stock price per unit										$ 0.0001
Repurchase of shares surrendered by sponsor							2,875,000	1,924,282
Ordinary shares, par value			$ 0.0001	$ 0.0001				$ 0.0001	0.0001
Receipt from capital contribution										$ 25,000
Common stock per share price			0.0001	$ 0.0001				$ 0.0001	$ 0.0001
Class B Ordinary Shares [Member] \| Sponsor [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Repurchase of shares surrendered by sponsor				1,924,282
Class C Ordinary Shares [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Common stock Issued								17,937,954
Ordinary shares, par value			0.0001					$ 0.0001
Common stock per share price			0.0001					0.0001
New DMS Class A Common Stock [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Ordinary shares, par value			0.0001					0.0001
Common stock per share price			$ 0.0001					$ 0.0001
New DMS Class A Common Stock [Member] \| PIPE Investors [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Common stock, subscribed			10,424,282					10,424,282
Total purchase price			$ 100,000,000					$ 100,000,000
New DMS Class A Common Stock [Member] \| Subsequent Event [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Repurchase of shares surrendered by sponsor	32,293,793
Repurchase of warrants	$ 13,999,998
New DMS Class A Common Stock [Member] \| Blocker Corp [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Repurchase of warrants			$ 2,000,000
New DMS Class B Common Stock [Member] \| Subsequent Event [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Repurchase of shares surrendered by sponsor	25,857,070
New DMS Class C Common Stock [Member] \| Subsequent Event [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Repurchase of shares surrendered by sponsor	0
IPO [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Sale of units in initial public offering						20,000,000
Sale of stock price per unit			$ 10.00					$ 10.00
Offering costs								$ 11,900,000
Deferred underwriting commissions								$ 7,000,000.0
IPO [Member] \| Class A Ordinary Shares [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Sale of stock price per unit						$ 10.00
IPO [Member] \| Class A Ordinary Shares [Member] \| Maximum [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Shares redemption percentage								15.00%
Over-Allotment Option [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Sale of stock price per unit						$ 10.00
Underwriters option granted, period						45 days
Number of additional units purchased by underwriters						3,000,000
Private Placement [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Sale of units in initial public offering							4,000,000
Sale of stock price per unit						$ 1.50
Initial Public Offering and Private Placement [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Gross proceeds from initial public offering						$ 200,000,000.0
Sale of stock price per unit						$ 10.00

Summary of Significant Accounting Policies - Schedule of Basic and Diluted Loss Per Class A Ordinary Shares (Detail) - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2019	Mar. 31, 2019	Jun. 30, 2020	Jun. 30, 2019
Interest income held in Trust Account	$ 74,775		$ 1,135,289		$ 708,025	$ 2,261,283
Net loss	(385,200)	$ (777,217)	(1,356,916)	$ (461,734)	(1,162,417)	(1,818,650)
Common Class A [Member]
Net income (loss) attributable to holders of ordinary shares	74,775		1,135,289		708,025	2,261,283
Less: Net income (loss) attributable to ordinary shares	$ (74,775)		$ (1,135,289)		$ (708,025)	$ (2,261,283)
Basic and diluted weighted average shares outstanding of ordinary shares	20,000,000		20,000,000		20,000,000	20,000,000
Basic and diluted net income (loss) per share	$ 0.00		$ 0.06		$ 0.04	$ 0.11
Common Class B [Member]
Net income (loss) attributable to holders of ordinary shares	$ (459,975)		$ (2,492,205)		$ (1,870,442)	$ (4,079,933)
Less: Net income (loss) attributable to ordinary shares	$ 459,975		$ 2,492,205		$ 1,870,442	$ 4,079,933
Basic and diluted weighted average shares outstanding of ordinary shares	5,000,000		5,000,000		5,000,000	5,000,000
Basic and diluted net income (loss) per share	$ (0.09)		$ (0.50)		$ (0.37)	$ (0.82)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=109234566&loc=d3e22595-107794

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=121326447&loc=d3e1448-109256

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 10: http://www.xbrl.org/2003/role/exampleRef
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-Name Accounting Standards Codification
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

+ Details

Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
Accounting Policies [Line Items]
Federal depository insurance coverage	$ 250,000
Unrecognized tax benefits	0	$ 0
Amounts accrued for interest or penalties	0	0
Income tax value recorded	0	$ 0
IPO [Member]
Accounting Policies [Line Items]
Offering costs	11,900,000
Deferred underwriting commissions	$ 7,000,000.0
Class A Ordinary Shares [Member]
Accounting Policies [Line Items]
Diluted securities for net income per share calculation	14,000,000
Number of shares of ordinary shares subject to possible redemption	18,205,613	19,034,909

Related Party Transactions - Additional Information (Detail) - USD ($)					1 Months Ended	6 Months Ended		12 Months Ended
	Jun. 22, 2020	Mar. 29, 2018	Feb. 20, 2018	Feb. 15, 2018	Feb. 28, 2018	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Jul. 15, 2020	Dec. 01, 2017
Related Party Transaction [Line Items]
Closing price of common stock				$ 10.00
Proceeds from sale of private placement units				$ 6,000,000
Related party accrued expenses						$ 110,000		$ 50,000
Number of warrants issued						2,000,000
Sponsor [Member]
Related Party Transaction [Line Items]
Proceeds from issuance of founder shares						$ 25,000
Proceeds from sale of private placement units						6,000,000
Sponsor [Member] \| Related Party Loans [Member]
Related Party Transaction [Line Items]
Loan from related party						300,000
Repayment of loan				$ 300,000
Sponsor [Member] \| Working Capital Loans [Member]
Related Party Transaction [Line Items]
Repayment of loan			$ 25,000
Sponsor [Member] \| Administrative Support Agreement [Member]
Related Party Transaction [Line Items]
Office space, utilities and secretarial and administrative support expenses						10,000
Related party transaction expense						30,000	$ 60,000
Related party accrued expenses						$ 110,000		$ 50,000
Lion Capital [Member]
Related Party Transaction [Line Items]
Loan from related party											$ 2,991,360
Private Placement [Member]
Related Party Transaction [Line Items]
Number of warrants surrendered by sponsor.						2,000,000
Private Placement [Member] \| Sponsor [Member]
Related Party Transaction [Line Items]
Number of warrants purchased						4,000,000
Price per warrant									$ 1.50
Class B Ordinary Shares [Member]
Related Party Transaction [Line Items]
Number of founder shares purchased by sponsor						25,857,070				8,625,000
Closing price of common stock										$ 0.0001
Proceeds from issuance of founder shares										$ 25,000
Repurchase of shares surrendered by sponsor					2,875,000	1,924,282
Common stock shares outstanding						5,000,000		5,000,000		5,750,000
Common stock shares issued					5,750,000	5,000,000		5,000,000		8,625,000		8,625,000
Maximum number of founder shares agreed to forfeit by sponsor						750,000		750,000
Founder shares forfeited by sponsor		750,000
Number of founder shares transfer by sponsor					30,000
Class B Ordinary Shares [Member] \| Sponsor [Member]
Related Party Transaction [Line Items]
Repurchase of shares surrendered by sponsor	1,924,282
Class A Ordinary Shares [Member]
Related Party Transaction [Line Items]
Common stock shares outstanding						965,091		965,091
Common stock shares issued						1,107,194		1,107,194
Class A Ordinary Shares [Member] \| Sponsor [Member]
Related Party Transaction [Line Items]
Repurchase of shares surrendered by sponsor	2,000,000
Class A Ordinary Shares [Member] \| Private Placement [Member] \| Sponsor [Member]
Related Party Transaction [Line Items]
Number of shares of common stock converted from each warrant						1
Warrant exercise price						$ 11.50
Period to complete initial business combination						30 days

Shareholder's Equity - Additional Information (Detail) - $ / shares	1 Months Ended	6 Months Ended	12 Months Ended
	Feb. 28, 2018	Jun. 30, 2020	Dec. 31, 2019	Jun. 22, 2020	Feb. 15, 2018	Dec. 31, 2017	Dec. 01, 2017
Stockholders Equity Disclosure [Line Items]
Over-allotment option expiration date		Mar. 29, 2018
Preference shares, shares authorized		1,000,000	1,000,000
Preference shares, shares issued		0	0
Preference shares, shares outstanding		0	0
Preference shares, par value		$ 0.0001	$ 0.0001
Business Combination authorizes [Member]
Stockholders Equity Disclosure [Line Items]
Preference shares, shares authorized		100,000
Preference shares, par value		$ 0.0001
Class A Ordinary Shares [Member]
Stockholders Equity Disclosure [Line Items]
Ordinary shares, shares authorized		200,000,000	200,000,000
Ordinary shares, par value		$ 0.0001	$ 0.0001	$ 0.0001
Ordinary shares, shares issued		20,000,000	20,000,000
Ordinary shares issued or outstanding		20,000,000	20,000,000
Ordinary shares subject to possible redemption, shares		18,205,613	19,034,909
Ordinary shares, shares issued		1,107,194	1,107,194
Class A Ordinary Shares [Member] \| Business Combination authorizes [Member]
Stockholders Equity Disclosure [Line Items]
Ordinary shares, shares authorized		500,000,000
Class B Ordinary Shares [Member]
Stockholders Equity Disclosure [Line Items]
Ordinary shares, shares authorized		20,000,000	20,000,000
Ordinary shares, par value		$ 0.0001	$ 0.0001	$ 0.0001
Ordinary shares issued or outstanding		5,000,000	5,000,000
Ordinary shares, shares issued	5,750,000	5,000,000	5,000,000			8,625,000	8,625,000
Ordinary shares, shares outstanding including forfeitures	5,750,000
Common stock, voting rights		Holders of Class B ordinary shares are entitled to one vote for each share.
Maximum number of founder shares agreed to forfeit by sponsor		750,000	750,000
Repurchase of shares surrendered by sponsor	2,875,000	1,924,282
Ownership percentage held by initial shareholders		20.00%
Class B Ordinary Shares [Member] \| Business Combination authorizes [Member]
Stockholders Equity Disclosure [Line Items]
Ordinary shares, shares authorized		60,000,000
Class C Ordinary Shares [Member]
Stockholders Equity Disclosure [Line Items]
Ordinary shares, shares authorized		40,000,000
Ordinary shares, par value		$ 0.0001
Public Warrants [Member]
Stockholders Equity Disclosure [Line Items]
Warrants, description		The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the Class A ordinary shares issuable upon exercise of the Public Warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their Public Warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act).
Warrants expiration period		5 years
Price per warrants		$ 0.01
Redemption period of warrants		30 days
Closing price of common stock		$ 18.00
Private Placement [Member]
Stockholders Equity Disclosure [Line Items]
Warrants, description		The Private Placement Warrants are identical to the Public Warrants included in the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions.
Closing price of common stock					$ 1.50

UNAUDITED CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Parenthetical)	Feb. 11, 2020 shares
Common Class A [Member]
Redemption of Common Share	687,193

Initial Public Offering	6 Months Ended
Initial Public Offering	Jun. 30, 2020
Text Block [Abstract]
Initial Public Offering	Note 3 - Initial Public Offering On February 15, 2018, the Company sold 20,000,000 Units at a price of $10.00 per Unit in the Initial Public Offering. Each Unit consists of one Class A ordinary share (such Class A ordinary shares included in the Units being offered, the “Public Shares”), and one-half of one redeemable warrant (each, a “Public Warrant”). Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 6).

Commitments & Contingencies	6 Months Ended
Commitments & Contingencies	Jun. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments & Contingencies	Note 5 - Commitments & Contingencies Registration Rights The holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans, if any, will be entitled to registration rights (in the case of the Founder Shares, only after conversion of such shares to Class A ordinary shares) pursuant to a registration and shareholder rights agreement. These holders will be entitled to certain demand and “piggyback” registration rights. However, the registration and shareholder rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until the termination of the applicable lock-up period for the securities to be registered. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company granted the underwriter a 45-day option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 3,000,000 additional Units to cover over-allotments, if any, at $10.00 per Unit, less underwriting discounts and commissions. This option expired on March 29, 2018 without being exercised. The underwriter was entitled to underwriting discounts of $0.20 per Unit, or $4.0 million in the aggregate, paid upon the closing of the Initial Public Offering. In addition, the underwriter was entitled to deferred underwriting commissions of $0.35 per Unit, or $7.0 million in the aggregate, which became payable and were paid upon the consummation of the Business Combination, subject to the terms of the underwriting agreement.

Subsequent Events	6 Months Ended
Subsequent Events	Jun. 30, 2020
Subsequent Events [Abstract]
Subsequent Events	Note 8 - Subsequent Events Management has performed an evaluation of subsequent events through the date of issuance of the unaudited condensed financial statements noting the following: On July 15, 2020, the Company consummated the previously announced business combination with DMS (as described in detail above in Note 1.) On July 16, 2020, DMS completed its previously announced acquisition of SmarterChaos and She Is Media (see Note 1). On July 17, 2020, Blocker Sellers exercised their right to convert the shares of New DMS Class C Common Stock issued to them in the Business Combination into shares of New DMS Class A Common Stock (see Note 1).

Initial Public Offering - Additional Information (Detail)	Feb. 15, 2018 $ / shares shares
Subsidiary, Sale of Stock [Line Items]
Unit price per share \| $ / shares	$ 10.00
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of units, shares \| shares	20,000,000
IPO [Member] \| Class A Ordinary Shares [Member]
Subsidiary, Sale of Stock [Line Items]
Unit price per share \| $ / shares	$ 10.00
Number of shares of common stock converted from each warrant (in shares) \| shares	1
Warrant exercise price \| $ / shares	$ 11.50
IPO [Member] \| Public Warrants [Member]
Subsidiary, Sale of Stock [Line Items]
Number of common shares included in each unit \| shares	1

Commitments & Contingencies - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions	6 Months Ended
	Jun. 30, 2020	Feb. 15, 2018
Commitments and Contingencies [Line Items]
Underwriters option period	45 days
Underwriters option expiry date	Mar. 29, 2018
Underwriting discount per unit	$ 0.20
Payment for underwriting discount	$ 4.0
Deferred underwriting commissions per unit	$ 0.35
Over-Allotment Option [Member]
Commitments and Contingencies [Line Items]
Number of additional shares granted	3,000,000
Sale price per unit		$ 10.00
IPO [Member]
Commitments and Contingencies [Line Items]
Sale price per unit	$ 10.00
Deferred underwriting commission	$ 7.0

Fair Value Measurements - Summary of Information about Company's Assets Measured on Recurring Basis (Detail) - USD ($)	Jun. 30, 2020	Dec. 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents held in Trust Account	$ 200,768,225	$ 207,190,740
Fair Value, Measurements, Recurring [Member] \| Quoted Prices in Active Markets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents held in Trust Account	200,768,225	207,190,740
Fair Value, Measurements, Recurring [Member] \| Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents held in Trust Account	0	0
Fair Value, Measurements, Recurring [Member] \| Significant Other Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents held in Trust Account	$ 0	$ 0