It's an excellent question that delves into the intricacies of ownership and share count, particularly important for understanding a company's true market capitalization and potential dilution. To accurately determine Global SPAC Partners Co.'s holdings in Gorilla Technology Group Inc. (GRRR) and their impact on GRRR's outstanding shares, we need to consult regulatory filings.
Based on recent SEC filings:
- Global SPAC Partners Co.'s Ownership: As of December 31, 2024, Global SPAC Partners Co. (GSP) beneficially owned 11,262,500 ordinary shares of Gorilla Technology Group Inc.. This ownership stake represents approximately 14.8% of the company's ordinary shares outstanding at that time. Additionally, GSP held 7,000,000 warrants, each exercisable for one ordinary share of GRRR at an exercise price of $11.50 per share. These warrants became exercisable 30 days after the completion of the business combination.
- Impact on Outstanding Shares: When considering "outstanding shares" (OS), it typically refers to the number of shares currently held by all shareholders, including institutional investors like Global SPAC Partners Co. Therefore, the 11,262,500 ordinary shares directly owned by Global SPAC Partners Co. are included in Gorilla Technology's reported outstanding shares.
- Warrants and Dilution: The 7,000,000 warrants held by Global SPAC Partners Co. are not immediately counted in the basic outstanding share count. However, they represent potential future dilution. If these warrants are exercised, they would increase the total number of ordinary shares outstanding. For a fully diluted share count, these warrants (and any other exercisable options or convertible securities) would be included, assuming they are "in the money" (i.e., the stock price is above the exercise price). Gorilla Technology's 20-F filing indicates that as of December 31, 2024, there were 76,212,500 ordinary shares outstanding, which includes the shares held by GSP. The warrants, when exercised, would add to this total.
Understanding these distinctions is crucial for calculating metrics like market capitalization and earnings per share on both a basic and fully diluted basis.