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costs incurred in connection with formation and preparation for the Proposed Offering. These costs, together with
the underatiter discount, will be charged to capital upon completion of the Proposed Offering or charged to
operations if the Proposed Offering is not completed.
Income Tares:
The Company follows the asset and liability method of accounting for income taxes under FASB ASC, 740,
"Income Taxes." Deferral 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 arc 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 nerv-Issry, to reduce deferred tax assets
to the amount expected to be realized.
FASB ASC 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. There were no unrecognized tax benefits as of June 5, 2015. The Company recognizes accrual interest
and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the
payment of interest and penalties at June 5, 2015. The Company is cunently not aware of any issues under review
that could result in significant payments. accruals or material deviation from its position. The Company is subject
to income tax examinations by major taxing authorities since inception.
Recent Accounting Pronouncements:
The Company complies with the reporting requirements of Financial Accounting Standards Boas. ("FASB")
issued Accounting Standards Update ("ASU") No. 2014-10, which eliminated certain financial reporting
requirements of companies previously identified as "Development Stage Entities" (Topic 915). The amendments
in this ASU simplify accounting guidance by removing all incremental financial reporting requirements for
development stage entities. The amendments also reduce date maintenance and, for those entities subject to audit,
audit costs by eliminating the requirements for development stage entities to present inception-to-date information
in the statements of income, cash flows, and stockholder's equity. Early application of each of the amendments is
permitted for any annual reporting periods or interim period for which the entity's financial statements have not
yet been issued (public business entities) or made available for issuance (other entities). Upon adoption. entities
will no longer present or disclose any information required by Topic 915. For public business entities, those
amendments are effective for annual reporting periods beginning after December 15. 2014, and interim periods
therein. The Company has incorporated the methodologies prescribed by ASU 2014-10 as reflected in the
financial statements contained herein.
P-I0
GLOBAL PARTNER ACQUISITION CORP.
Notes to Financial Statements
NOTE 2-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (continued)
In August 2014. the FASB issued ASU 2014-15. Presentation of Financial Statements-Going Concern
(Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern ("ASU
2014- lc). ASU 2014-15 provides guidance on management's responsibility to evaluate whether there is
substantial doubt about an organization's ability to continue as a going concern and to provide related footnote
disclosures. For each reporting period, management will be required to evaluate whether there are conditions or
events that raise substantial doubt about a company's ability to continue as a going concern within one year fonn
the date the financial statements are issued. The amendments in ASU 2014-15 are effective for annual reporting
periods ending after December IS. 2016 and for annual and interim periods thereafter. Early adoption is
permitted. The Company has adopted the methodologies prescribed by ASU 2014-15, and does not anticipate that
the adoption of ASU 2014-15 will have a material effect on its financial position or results of operations.
Management does not believe that any other recently issued, but not yet effective, accounting
pronouncements. if currently adopted. would have a material effect on the Company's financial statements.
NOTE 3—PUBLIC OFFERING
Pursuant to the Proposed Offering, the Company intends to offer for sale up to 13,500,000 units at a price of
$10.00 per unit (the "Units"). Each Unit consists of one share of the Company's common stock. n000l par value
and one redeemable common stock purchase warrant (the "Warrants- ). Under the terms of a proposed warrant
httplAnnesee.gov/Archiyes/edam/data/I 643953/000121390015005425/11201582_globalparinechtm(7/27/2015 8:51:37 AM)
CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0057936
CONFIDENTIAL SONY GM_00204120
EFTA01366410
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