Aeva Investor Presentation Deck

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#1s AEVA AEVA 2547 Investor Presentation November 2020#2Legal Disclaimer Disclaimers and Other Important Information AEVA This presentation (this "Presentation") is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between Aeva, Inc. ("Aeva" or the "Company") and InterPrivate Acquisition Corp. ("IPV") and related transactions (the "Potential Business Combination") and for no other purpose. By reviewing or reading this Presentation, you will be deemed to have agreed to the obligations and restrictions set out below. Without the express prior written consent of IPV and Aeva, this Presentation and any information contained within it may not be (i) reproduced (in whole or in part), (ii) copied at any time, (iii) used for any purpose other than your evaluation of Aeva and the Potential Business Combination or (iv) provided to any other person, except your employees and advisors with a need to know who are advised of the confidentiality of the information. This Presentation supersedes and replaces all previous oral or written communications between the parties hereto relating to the subject matter hereof. This Presentation and any oral statements made in connection with this Presentation do not constitute an offer to sell, or a solicitation of an offer to buy, or a recommendation to purchase, any securities in any jurisdiction, or the solicitation of any proxy, vote, consent or approval in any jurisdiction in connection with the Potential Business Combination or any related transactions, nor shall there be any sale, issuance or transfer of any securities in any jurisdiction where, or to any person to whom, such offer, solicitation or sale may be unlawful under the laws of such jurisdiction. This Presentation does not constitute either advice or a recommendation regarding any securities. Any offer to sell securities will be made only pursuant to a definitive Subscription Agreement and will be made in reliance on an exemption from registration under the Securities Act of 1933, as amended, for offers and sales of securities that do not involve a public offering. IPV and Aeva reserve the right to withdraw or amend for any reason any offering and to reject any Subscription Agreement for any reason. The communication of this Presentation is restricted by law; it is not intended for distribution to, or use by any person in, any jurisdiction where such distribution or use would be contrary to local law or regulation. No representations or warranties, express or implied are given in, or in respect of, this Presentation. To the fullest extent permitted by law, in no circumstances will IPV, Aeva or any of their respective subsidiaries, stockholders, affiliates, representatives, partners, directors, officers, employees, advisers or agents be responsible or liable for any direct, indirect or consequential loss or loss of profit arising from the use of this Presentation, its contents (including the internal economic models), its omissions, reliance on the information contained within it, or on opinions communicated in relation thereto or otherwise arising in connection therewith. Industry and market data used in this Presentation have been obtained from third-party industry publications and sources as well as from research reports prepared for other purposes. Neither IPV nor Aeva has independently verified the data obtained from these sources and cannot assure you of the data's accuracy or completeness. This data is subject to change. Recipients of this Presentation are not to construe its contents, or any prior or subsequent communications from or with IPV, Aeva or their respective representatives as investment, legal or tax advice. In addition, this Presentation does not purport to be all-inclusive or to contain all of the information that may be required to make a full analysis of Aeva or the Potential Business Combination. Recipients of this Presentation should each make their own evaluation of Aeva and the Potential Business Combination and of the relevance and adequacy of the information and should make such other investigations as they deem necessary. Forward-Looking Statements Legend This document contains certain forward-looking statements within the meaning of the federal securities laws with respect to the proposed transaction between Aeva, Inc. ("Aeva") and InterPrivate Acquisition Corp. ("InterPrivate"), including statements regarding the benefits of the transaction, the anticipated timing of the transaction, the services offered by Aeva and the markets in which it operates, and Aeva's projected future results. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including, but not limited to: (i) the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect the price of InterPrivate's securities, (ii) the risk that the transaction may not be completed by InterPrivate's business combination deadline and the potential failure to obtain an extension of the business combination deadline if sought by InterPrivate, (iii) the failure to satisfy the conditions to the consummation of the transaction, including the adoption of the business combination agreement by the shareholders of InterPrivate and Aeva, the satisfaction of the minimum trust account amount following redemptions by InterPrivate's public shareholders and the receipt of certain governmental and regulatory approvals, (iv) the lack of a third party valuation in determining whether or not to pursue the proposed transaction, (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the agreement and plan of merger, (vi) the effect of the announcement or pendency of the transaction on Aeva's business relationships, performance, and business generally, (vii) risks that the proposed transaction disrupts current plans of Aeva and potential difficulties in Aeva employee retention as a result of the proposed transaction, (viii) the outcome of any legal proceedings that may be instituted against Aeva or against InterPrivate related to the agreement and plan of merger or the proposed transaction, (ix) the ability to maintain the listing of InterPrivate's securities on the New York Stock Exchange, (x) the price of InterPrivate's securities may be volatile due to a variety of factors, including changes in the competitive and highly regulated industries in which Aeva plans to operate, variations in performance across competitors, changes in laws and regulations affecting Aeva's business and changes in the combined capital structure, (xi) the ability to implement business plans, forecasts, and other expectations after the completion of the proposed transaction, and identify and realize additional opportunities, (xii) the risk of downturns and the possibility of rapid change in the highly competitive industry in which Aeva operates, (xiii) the risk that Aeva and its current and future collaborators are unable to successfully develop and commercialize Aeva's products or services, or experience significant delays in doing so, (xiv) the risk that Aeva may never achieve or sustain profitability; (xv) the risk that Aeva will need to raise additional capital to execute its business plan, which many not be available on acceptable terms or at all; (xvi) the risk that the post-combination company experiences difficulties in managing its growth and expanding operations, (xvii) the risk that third-parties suppliers and manufacturers are not able to fully and timely meet their obligations, (xviii) the risk of product liability or regulatory lawsuits or proceedings relating to Aeva's products and services, (xix) the risk that Aeva is unable to secure or protect its intellectual property and (xx) the risk that the post-combination company's securities will not be approved for listing on the New York Stock Exchange or if approved, maintain the listing. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section of InterPrivate's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, the registration statement on Form S-4 and proxy statement/consent solicitation statement/prospectus discussed below and other documents filed by InterPrivate from time to time with the U.S. Securities and Exchange Commission (the "SEC"). These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Aeva and InterPrivate assume no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Neither Aeva nor InterPrivate gives any assurance that either Aeva or InterPrivate will achieve its expectations. 2#3Legal Disclaimer (Cont'd) Use of Projections This Presentation contains projected financial information with respect to Aeva. Such projected financial information constitutes forward-looking information, and is for illustrative purposes only and should not be relied upon as necessarily being indicative of future results. The assumptions and estimates underlying such financial forecast information are inherently uncertain and are subject to a wide variety of significant business, economic, competitive and other risks and uncertainties. See "Forward-Looking Statements" above. Actual results may differ materially from the results contemplated by the financial forecast information contained in this Presentation, and the inclusion of such information in this Presentation should not be regarded as a representation by any person that the results reflected in such forecasts will be achieved. Financial Information; Non-GAAP Financial Terms The financial information and data contained this Presentation is unaudited and does not conform to Regulation S-X promulgated by the SEC. Accordingly, such information and data may not be included in, may be adjusted in, or may be presented differently in, any proxy statement/prospectus or registration statement or other report or document to be filed or furnished by IPV with the SEC. Furthermore, some of the projected financial information and data contained in this Presentation, such as Adjusted EBITDA (and related measures), has not been prepared in accordance with United States generally accepted accounting principles ("GAAP"). Aeva and IPV believe these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Aeva's financial condition and results of operations. Aeva's management uses these non-GAAP measures for trend analyses and for budgeting and planning purposes. Aeva and IPV believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating projected operating results and trends in and in comparing Aeva's financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. Management of Aeva does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in Aeva's financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. You should review Aeva's audited financial statements, which will be presented in IPV's preliminary proxy statement to be filed with the SEC, and not rely on any single financial measure to evaluate Aeva's business. A reconciliation of non-GAAP financial measures in this Presentation to the most directly comparable GAAP financial measures is not included, because, without unreasonable effort, Aeva is unable to predict with reasonable certainty the amount or timing of non-GAAP adjustments that are used to calculate these Non-GAAP financial measures. Trademarks AEVA This Presentation contains trademarks, service marks, trade names, and copyrights of Aeva, IPV and other companies, which are the property of their respective owners. Additional Information and Where to Find It This document relates to a proposed transaction between Aeva and InterPrivate. This document does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. InterPrivate intends to file a registration statement on Form S-4 that will include a proxy statement of InterPrivate, a consent solicitation statement of Aeva and a prospectus of InterPrivate. The proxy statement/consent solicitation statement/prospectus will be sent to all InterPrivate and Aeva stockholders. InterPrivate also will file other documents regarding the proposed transaction with the SEC. Before making any voting decision, investors and security holders of InterPrivate and Aeva are urged to read the registration statement, the proxy statement/consent solicitation statement/prospectus and all other relevant documents filed or that will be filed with the SEC in connection with the proposed transaction as they become available because they will contain important information about the proposed transaction. Investors and security holders will be able to obtain free copies of the proxy statement/consent solicitation statement/prospectus and all other relevant documents filed or that will be filed with the SEC by InterPrivate through the website maintained by the SEC at www.sec.gov. In addition, the documents filed by InterPrivate may be obtained free of charge from InterPrivate's website at https://ipvspac.com/ or by written request to InterPrivate at InterPrivate Acquisition Corp., 1350 Avenue of the Americas, New York, NY 10019. Participants in Solicitation InterPrivate and Aeva and their respective directors and officers may be deemed to be participants in the solicitation of proxies from InterPrivate's stockholders in connection with the proposed transaction. Information about InterPrivate's directors and executive officers and their ownership of InterPrivate's securities is set forth in InterPrivate's filings with the SEC, including InterPrivate's Annual Report on Form 10-K for the fiscal year ended December 31, 2019, which was filed with the SEC on March 30, 2020. To the extent that holdings of InterPrivate's securities have changed since the amounts printed in InterPrivate's proxy statement, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Additional information regarding the interests of those persons and other persons who may be deemed participants in the proposed transaction may be obtained by reading the proxy statement/consent solicitation statement/prospectus regarding the proposed transaction when it becomes available. You may obtain free copies of these documents as described in the preceding paragraph. 3#4InterPrivate Acquisition Corp Overview Highly Experienced IPV Management Team Ahmed Fattouh CEO Brian Pham Partner, Tech & Life Sciences Alan Pinto Partner, Industrials and Capital Markets Brandon Bentley General Counsel Minesh Patel Vice President . . . . 20+ years of experience in private equity and M&A Founder of InterPrivate and Landmark Value Investments, invested over $1 Bn in public and private market strategies Private equity at Investcorp M&A at Morgan Stanley 10+ years experience as tech investor, entrepreneur, advisor Founding team, Sherpa Capital, multi-stage venture capital firm that grew to over $700M AUM Morgan Stanley tech banking - 20+ IPOs and follow-ons, $20Bn+ raised 20+ years experience in financial industry across shipping, industrials, energy, real estate, technology Advisor to Inter Private since 2015, participating in transaction execution alongside IPV Founding Managing Director Dahlman Rose 20+ years M&A and securities legal experience GC and COO of InterPrivate, Landmark Value M&A and securities attorney at White & Case 10+ years financial services experience Principal InterPrivate Principal Fiduciary Network LLC executing private equity transactions INTERPRIVATE InterPrivate Acquisition Corp. ("IPV.U") is a NYSE listed SPAC which completed its $240MM IPO in February 2020 IPV team comprised of long-term oriented active investors and advisors, with a breadth of experience across venture capital, growth equity, public markets, and private equity buyout IPV Investments and Affiliations Pill Pack slack X Jeffrey Harris airbnb Curology Uber sumo logic -chargepoint. IPV Independent Directors Pietro Cinquegrana Matthew Luckett AEVA MAVEN Opendoor Founder Global Reserve Group Partner Quantum Energy, 30 years with Warburg Pincus Former Chairman of NVCA; over 40 boards including: Knoll, Rigup, Foro, and ChargePoint Managing Director Private Equity CDIB Numerous boards including Maurices Inc, Core Metals, GST Telecom. 25 years PE across Viton, Fosun, Apollo, Ospraie, MS Managing Partner ALBA Holdings, GP Lampros Capital Investment committee of Global Customised Wealth and Co-Portfolio Manager of Balestra Capital Partners 25 years investing SoundView Technology, Balestra Capital 4#5Aeva's Experienced Team Founded in 2017 by former leaders from Apple and Nikon 8 Soroush Salehian CEO and Co-Founder Mina Rezk CTO and Co-Founder Saurabh Sinha CFO Tushar Moorti Systems Engineering 20 years of systems and algorithms leadership Director of System Algorithms @ Apple Director of Systems Architecture @ Broadcom Head of Sensing Program Management at Apple SPG Led System Program Management for Apple Watch 1 • Founder at BlueLibris (Acq'd) - wearable health sensing Product Stanford Mechatronics ● . . Head of Optical Sensing - Apple SPG Led World's 1st Commercial Precision LiDAR at Nikon 17 years Developing Sensor Fusion Systems for Autos, Aero 25+ Patents on sensing technology design and commercialization CFO / SVP & Chief Accounting Officer at JUUL Labs Corporate Controller & FP&A at InvenSense Sr. Director of Finance and Accounting at Symmetricom The Wharton School Peter Kuepper Business 16 years of automotive development and leadership for vehicle series production Director of Program Management @ BMW Nikon JUUL InvenSense Pradeep Srinivasan Silicon Photonics BAR AEVA Wharton UNIVERSITY of PENNSYLVANIA 17 years of Silicon Photonics development and engineering leadership Head of Silicon Photonics @ Rockley Led Silicon Photonics Integration @ Intel 5#6AEVA Perception for All Devices 2547 0 m/s +10 m/s +13 m/s +7 m/s -10 m/s -7 m/s -13 m/s -10 m/s WIELE Velocity Depth Reflectivity Vision#7Aeva's Rapid Pace of Breakthrough Technology To Market A AEVA BUSINESS AEVA 2017 Founded Aeva's Publicly Featured by NYT By Soroush Salehian and Mina Rezk "New Eyes for Driverless Cars" 2018 TECHNOLOGY The New York Times First 4D LIDAR Sample Initial Prototype Data VOLKSWAGEN 7F Confidential Released A-Series 4D LiDAR to Key Partners Aeva A-Series 4D LIDAR First 4D LIDAR with Long Range and Velocity KEY PARTNERS AND INVESTORS LUX 2019 a Audi Revealed Partnership with Audi AID AEVA TODAY VOLKSWAGEN Canaan Adage Capital Management PARTNERS VW Porsche SE Investment in Aeva Revealed Announced First 4D LIDAR Fully Integrated on Chip 2020 Aeva's 2nd Gen 4D LIDAR on Chip • All LiDAR Optics Fully integrated on Silicon Photonics 30 Customer Pipeline 4 Strategic Manufacturing Partners 7F ZF Production Partnership Revealed Multi-year Production Partnership to bring first 4D LIDAR to Automotive Mass Scale Aeries Deployment • 120° Field of View • Long Range KEY STATS 100+ Team Members 75 Engineers 30+ Patents 7#8Key Investment Highlights Breakthrough Technology To Capture Existing TAM & Create New Categories Revenue Visibility om Commercial Partnerships in Automotive Redefining Perception for Consumer Devices and Beyond... Superior Operating Model Driving Compelling Valuation Metrics World's first 4D LIDAR on a Chip combining instant velocity, long range, low power consumption at industry leading costs • Proven silicon photonics technology, enabling mass production scale across broad applications The "end state" for automotive applications and the "next wave" for consumer and industrial perception ● ● ● Agreements with top four customers represent cumulative projected revenue of ~$1.3Bn, including +$440MM in 2025¹ Strategic partnership with Porsche SE and the world's largest automotive OEMs and technology / mobility players Production and distribution partnership with ZF, one of the world's largest automotive Tier 1 manufacturers AEVA Unique advantages due to superior resolution, silicon chip form factor, and micrometer/second velocity sensing Only integrated LiDAR solution for consumer applications - creating new perception categories across devices Aeva expects to enable broad adoption of AR/VR on mobile devices and smart glasses, high-definition mapping, contactless health monitoring, industrial automation, robotics and security • Multi year programs provide strong visibility into revenue growth and efficient operational planning High margin, scalable business model forecasted to achieve break even without further capital $1.8Bn post-money Enterprise Value, representing 2.0x EV / 2025E revenue and 5.2x EV / 2025E EBITDA ¹Reflects terms and conditions for agreements and production MOUS. Does not represent firm purchase commitments and does not reflect production purchase orders unless and until received. Actual sales may differ materially from projected volume. 8#9Evolution of Sensing for Machine Perception Sensing Requirement Camera Radar Legacy TOF LIDAR Other LIDARS today s AEVA Aeva 4D LIDAR O COLOR VELOCITY DEPTH REFLECTIVITY INERTIAL MOTION Meets Perception Partially Meets Does Not Meet ● ● ● AEVA Machine perception has evolved from using basic vision sensors to multiple sensing solutions for new capability and safe function Today's devices require color, velocity, depth, reflectivity and inertial motion Camera measures color at high resolutions and can infer depth Radar measures velocity and depth at lower resolutions Legacy LiDAR is based on Time of Flight (TOF) technology and measures depth and reflectivity, but with limitations in performance and costs Aeva 4D LIDAR is the first sensing solution to meet all machine perception requirements and is built on Silicon Photonics enabling broad adoption at Industry Leading Costs 9#10Massive Opportunity Across Multiple Large Markets Contracted Projects Underway in Automotive... ... Drive Expansion into Proven Applications Using 4D LIDAR Technology Trucking Consumer Electronics +$13Bn Sources: Gartner, IDC, Deloitte, IHS Markit, International Federation of Robotics, Aeva estimates +$26Bn Automotive Passenger Cars +$100Bn ADAS+AV 2025E TAM Other Markets Consumer Health +$1Bn +$160Bn ADAS+AV 2030E TAM +$18Bn 2025E TAM +$12Bn +$46Bn 2030E TAM Mobility Production Start 2024 +$4Bn Industrial Robotics & Security +$7Bn AEVA Production Start 2025 10#11High Visibility on 2025 Revenue ● Agreements with top four automotive customers represent +$440MM in 2025E Revenue Represents ~50% of 2025E Total Revenue Partners include leaders in automated and autonomous driving across Passenger Cars, Trucking, and Mobility/Technology Additional pipeline of ~$250MM in selection stage - +$190MM across other verticals reflects conservative assumptions for Consumer and Industrial applications Proprietary 4D LIDAR chip positions Aeva to drive broad adoption of perception solutions in new categories Rapid proliferation into consumer devices, wearables and industrial represents significant upside potential for Aeva 2025E Revenue Bridge 2025E Revenue ($MM) $442 Agreements with Top Four Customers¹ Strategic Partners for Production $247 Production Selection and Validation Stage Automotive ¹Reflects terms and conditions for agreements and production MOUS. Does not represent firm purchase commitments and does not reflect production purchase orders unless and until received. Actual sales may differ materially from projected volume. Potential Upside $191+ Consumer & Industrial $880 AEVA 2025E Total Revenue 11#12Redefining Perception for Consumer Applications 4D LIDAR chip unlocks perception across devices ● 6x Longer Range allows for Augmented Reality and Virtual Reality in large open spaces Micrometer depth precision provides superior resolution for high definition 3D mapping ● • No sunlight degradation expands outdoor operational range during daylight Instant velocity measurements at micrometer per second precision enables contactless health monitoring High Resolution LIBERTY QUA GOD WE TRUST Aeva 4D LIDAR Long Range Precise Instant Velocity AEVA 12#13s AEVA Groundbreaking Technology ED STATE LIBERTY MERICA TRUST s AEVA 4D LIDAR 6 2020 Mapind#14Differentiated 4D LIDAR Core Design... Aeva 4D LIDAR FMCW¹ / Coherent Detection VS Legacy LIDAR (Time of Flight) AM / Direct Detection AEVA Silicon Photonics Chip Frequency Modulated Continuous Wave FM Laser Detector Optical Processing AM Laser Detector Aeva is the Only FMCW LIDAR Company Meeting Perception Needs Low Continuous Power Eye Safety Margin Low High Pulsed Power Low High Eye Safety Margin High All LIDARs Today AEVA 4D LIDAR Superior Capability Instant Velocity for every pixel Provides unprecedented perception capability ✓ Free from all interference (LiDAR or Sun) Drives mass market adoption ● ✓ 100x higher sensitivity AEVA Enables ultra long range of detection at a fraction of the power First LIDAR Integrated on Silicon Photonics Enables large volume scalability at low cost Only Sensing Solution Built from the Ground Up on Silicon Photonics for Mass Scale Application in Automotive, Consumer Electronics and Beyond 14#15..Underpinned by Proprietary Breakthrough Technology AEVA Custom Semiconductor Fiber-less Laser Custom Receiver Silicon Photonics Optical Engine Super Pixel Density Per Beam ASIC Processor with Unique DSP Perception Software Proprietary semiconductor laser based on proven processes • 30x Lower costs vs Legacy LiDAR ● Proven CMOS based photodetector integrated on Silicon Photonics without the use of exotic processes Key LIDAR components integrated on Silicon Photonics leveraging proven CMOS processes in telecom Unique modulation breaks legacy LiDAR dependency between max range and pixel density Each beam capable of millions of pixels / sec Custom ASIC built from ground up for 4D LIDAR unique data stream qualified for automotive and beyond Proprietary DSP software algorithms for long range Proprietary low power perception software purpose built on Aeva ASIC to leverage unique raw 4D data AEVA First 4D LIDAR on Chip Aeva Brings Perception to Broad Applications at Industry Leading Cost 15#16Aeva 4D LIDAR Technology Snapshot Long Range and High Pixel Density 1000x Higher Dynamic Range Reflectivity Aeva 4D LIDAR Measure Instant Motion for Every Pixel +10 m/s -12 m/s High Definition Camera AEVA 16#17Only Solution Meeting Next-ADAS and AV Requirements at Cost Automotive Requirements Next-ADAS and AV Automotive Grade Range @ 10% (m) Best Resolution () Field of View (°) Instant Velocity Light Interference LiDAR Interference Weather Performance Optical Power Costs Sources: Company public data and physics Requirement Automotive / Tier 1 >200 <0.1 >100 x 30 Major Advantage Expected Requirement None None 200 m inclement weather Low $ AEVA Yes 250 <0.05 120 x 30 5 cm/s IMMUNE IMMUNE Yes Low Continuous $ Competitor 1 In House Dev 220 0.11 360 x 40 No Degraded Poor No Med Pulse $$$ Meets Performance Competitor 2 In House Dev 250 0.07 120 x 30 No Degraded Poor Yes High Pulse $$ Partially Meets Competitor 3 Yes 110/170 0.1/0.2 115 x 25 No Degraded Poor No High Pulse $$ Does Not Meet Competitor 4 Yes 80 0.8 145 x 3.2 No Degraded Poor No Low Pulse $ AEVA 17#18Strategic Partnerships with Top Automotive Players 7F PORSCHE SE VW Majority Owner Strategic Partner ● ● Porsche SE Majority Owner of VW Group Investments in Aeva in 2018 and 2019 Partnership with Audi AID announced in 2019 Aeva is Engaged with VW Group on LIDAR for Next Generation Vehicle Platforms Targeted for 2024 Production BENTLEY DUCATI PORSCHE SE COLO Audi BUGATTI VOLKSWAGEN AKTIENGESELLSCHAFT Commercial Vehicles SEAT SCANIA ŠKODA PORSCHE MAN ● ● Automotive Production Partner ZF is one of the world's largest automotive Tier1 manufacturers to most top OEMs AEVA Production partnership with ZF to manufacture, qualify and supply the first automotive grade 4D LIDAR at ZF's automotive qualified production plants AEVA 18#19Partnering with World's Top OEMs to Bring 4D LIDAR to Mass Production Aeva is actively engaged with 30 of the top players in automated and autonomous driving across Trucking, Passenger and Mobility/Tech ► Agreements with top four automotive customers represent +$440MM in 2025E Revenue¹, representing ~50% of 2025E Total Revenue Current Customer Pipeline Strategic Partners for Production In Production Selection Stage 4 3 Agreements Represent $440MM in Projected 2025E Revenues¹ In Series Validation Stage 23 Aeva Strategic Partners for Production Tier-1 and Manufacturing Partners Select Current and Target Partners Trucking 1 Top Trucking Program 7F DAIMLER (MAN) NAVISTAR plus.ai SCANIA + tu simple VOLVO 1 Global Luxury Sedan Maker Confidential Passenger Audi Ford LAND -ROVER + Confidential Mercedes-Benz ¹ Reflects terms and conditions for agreements and production MOUS. Does not represent firm purchase commitments and does not reflect production purchase orders unless and until received. Actual sales may differ materially from projected volume. GM NIO TOYOTA + Mobility/Tech 2 Leaders of Mobility/Tech Confidential A ARGO AEVA amazon zon/zo ox VOLKSWAGEN GROUP cruise nuro SAMSUNG Uber w/Google 19#20Development Timeline to Deploy Global Scale by 2024 Utilizing production ready automotive Tier1 manufacturing partners for rapid and global scale to customers by 2024 Illustrative Timeline to Series Production 2021 Q1 Q2 Q3 A Series Platform Production & Qualification Q4 2022 Q1 Q2 Q3 Auto-B Sample Development Auto-B Production & Qualification Auto-C Sample Development Q4 2023 Q1 Auto-C Production & Qualification Series Development Production at Automotive Plant Q2 Q3 Auto-D Production & Qualification Start of Production Q4 SOP AEVA 20#21Bringing Perception to Broad Applications Diverse Applications Automotive Consumer Electronics Consumer Health Industrial & Security 2547 Detection Module Classification Module VELOCITY Powerful Software Stack Silicon Photonics Chip Motion State Estimation P •))) Unprecedented Raw Data DEPTH Device Positioning REFLECTIVITY Bio metrics Proprietary Hardware Developed On Proven Semiconductor Process Custom Processor COLOR Scanning AEVA Remote ID 21#22s AEVA Financial Summary#23Robust Growth Trajectory • We sell perception solutions across four verticals 4D LIDAR System + Perception Software for Automotive, Industrial, and Security Silicon Photonics Engine + Software algorithms for Consumer Electronics • Sales to Automotive OEMs for production vehicles expected to commence in 2024 and include ADAS and Autonomous solutions for Passenger Vehicles, Trucks and Mobility / Tech Top 7 partners represent +80% of 2025E Automotive revenue Strategic partnerships across trucking, passenger car, and mobility drive broad adoption across Automotive and represent high-growth revenue opportunities ● Multi-year manufacturing partnership agreement for production with ZF significantly expands Aeva's 4D LiDAR distribution reach to the world's top OEMs Existing customer demand beyond automotive to deploy Aeva's 4D LIDAR for production in: Depth sensing and Biometric applications for consumer electronics Autonomous navigation and safety function for industrial robotics Next generation security application Prior to series production which is expected to occur in 2024E, revenue is primarily from: Automotive development unit sales Non-automotive development unit sales Estimated Annual Revenue (2020-2025) Annual Revenue ($MM) $5 2020E $11 2021E Auto 78% $35 2022E 2025E Revenue Breakdown By Vertical Consumer 12% Industrial 7% Security 3% Includes +$440MM from Agreements with Top 4 Existing Customers¹ NRE revenue ¹Reflects terms and conditions for agreements and production MOUS. Does not represent firm purchase commitments and does not reflect production purchase orders unless and until received. Actual sales may differ materially from projected volume. Source: Aeva estimates $75 2023E NRE Revenue 4% $286 2024E By Type $880 2025E AEVA Solutions Revenue 96% 23#24Attractive Margin and Free Cash Flow Profile Highly profitable business model demonstrated by healthy margins Aeva system is composed of 3 core components, each is already being produced based on proven high volume semiconductor processes providing high visibility into production COGS. Significant operating leverage from R&D, S&M and G&A Breakeven profitability and free cash flow in 2024 ● • Leveraging world's top manufacturing partners for production and distribution ● ● Existing partnerships for key component production including with leading Semiconductor foundries on proven processes for telecom Manufacturing and distribution partnership with top Tier-1s for Automotive (e.g. ZF) and other contract manufacturing partners enable scale across all four verticals Resulting in no manufacturing CapEx Foundational technology platform drives mass adoption of Aeva perception solutions across devices Same silicon photonics technology validated by Automotive requirement enables broad adoption into Consumer Electronics, Industrial and Security Scaling of feature set possible at core component level for cost-optimized solutions Additional revenue opportunity with new software feature set with OTA updates leveraging Aeva's unique 4D data Estimated Gross Profit Gross Profit ($MM) Adj. EBITDA ($MM) $3 Total gross profit 43% Adj. EBITDA Less CapEx ($MM) 2020E Adjusted EBITDA ($27) 2020E $5 ($28) 2021E 2020E ¹Adjusted EBITDA defined as Operating Income (Loss) plus Depreciation and Amortization and stock based compensation; Free Cash Flow defined as Adjusted EBITDA minus Capital Expenditures Source: Aeva estimates ($65) 2021E Estimated Free Cash Flow ($69) 53% 2021E $19 2022E ($82) 2022E ($91) 2022E 57% $43 2023E EBITDA Margin ($88) 2023E ($100) 2023E 62% $177 2024E 7% $21 2024E $15 2024E $552 63% 2025E 39% $347 2025E $343 2025E AEVA % Margin 24#25Path to $3Bn 2030E Adjusted EBITDA Potential Long-Term Growth Vectors • Further adoption of L2+/3 ADAS and L4/5 Autonomy in passenger cars, trucks and mobility platforms Proliferation of LiDAR for use in consumer electronics (phones, tablets, and smart devices in the home) • Broad use of LiDAR for health measurements in wearables and consumer health products Increased distribution of LiDAR to supplement comprehensive security systems and protocols AEVA Deployment of autonomous robots and manufacturing in smart factories 2030E Targets Sources: Gartner, IDC, Deloitte, IHS Markit, International Federation of Robotics, Aeva estimates ~$200Bn TAM (Auto, Consumer Electronics, Consumer Health, Industrial & Security) ~3% Penetration Rate >$6Bn Revenue 45%+ EBITDA Margin Opportunity ~$3Bn EBITDA Aeva is Uniquely Positioned to Realize Broad Adoption of Perception Across Devices by 2030 AEVA 25#26s AEVA Transaction Overview#27Transaction Overview Transaction Structure InterPrivate and Aeva entered into a business combination agreement on November 2, 2020 The transaction is expected to close in Q1 2021 It is anticipated that the post-closing company will be listed on the NYSE and retain the Aeva name Valuation Transaction reflects a $1,700MM pre-money equity valuation for Aeva, representing a highly attractive opportunity to invest in a leader in next-generation 4D LiDAR Technology Aeva to receive $328MM cash at closing to fund its attractive growth opportunities¹ $2,131MM post-money Equity Value¹ $1,803MM Enterprise Value, with no material debt outstanding at closing¹ AEVA Capital Structure The transaction will be funded by a combination of $243MM¹ cash held in trust and $120MM in PIPE proceeds All-primary transaction; existing Aeva shareholders, including management, are rolling all of their equity and collectively are expected to own 80% of the pro forma company at closing ¹Assumes no redemptions from the public shareholders of IPV 27#28Pro Forma Equity Ownership Sources and Uses ¹,2 $ in millions InterPrivate Trust³ Rollover Equity PIPE Total Sources Debt Repayment Cash to Balance Sheet (Cash in) Rollover Equity Fees & Other Transaction Expenses Total Uses ● ● Sources Uses $243 $1,700 $120 $2,063 $328 $1,700 $35 $2,063 All Aeva preferred and common equity holders will receive stock in public company Proceeds from transaction will be used to capitalize balance sheet for $328MM Aeva will use proceeds to primarily fund: Operating expenses incurred to support significant demand from leading Automotive customers Pro Forma Valuation4 $ in millions (Share Price in $) Share Price Pro Forma Shares Outstanding Equity Value Plus: Debt Less: Cash to Balance Sheet Enterprise Value Pro Forma Post Money Ownership4 %/millions of shares Existing Avea Shareholders 80% / 170.0 IPV Shareholders 11% / 24.2 $10.00 213.056 IPV Sponsor Shares 3% / 6.9 PIPE Investors 6% / 12.0 $2,131 0 $328 $1,803 AEVA Substantial research and development activities devoted to developing the next generation of customized solutions for mass production Working capital to support increasing production demand • Completion of the transaction is expected to occur during the first quarter of 2021 ¹Based on Aeva capital structure as of June 30, 2020. 2 Assumes no redemptions from the public shareholders of IPV. ³ Cash in Trust value at June 30, 2020. 4 Values shown assuming $10 per IPV share for illustrative purposes; does not include impact of 12.08 and 0.31 million public and sponsor out-of-the-money warrants 28#29Operational Benchmarking CY2019A-CY2022E Revenue CAGR 192% AEVA 2022-2025 63% AEVA 2025 Median: 14% CY2019A-CY2022E Average Gross Margin 39% 24% AEVA 2025 NVIDIA. Median: 67% 69% XILINX XXXILINX CY2019A-CY2022E Average EBITDA Margin 45% 4% Median: 38% NVIDIA 65% NVIDIA. 31% XXILINX Overall Median: 16% Overall Median: 67% Overall Median: 38% 51% Median: 30% --- ml MOBILEVE 2014-20171 75% All MOBILEVE 2014-20171 8% Median: 68% Ambarella al MOBILEVE 2014-20171 60% Ambarella 51% Median: 27% 3% Ambarella ¹Mobileye financials dated to pre-announcement unaffected date of March 10, 2017. 2 Luminar investor presentation as of September 30, 2020; Velodyne investor presentation as of July 1, 2020. Sources: Factset, Capital IQ as of November 13, 2020, Company filings Median: 126% 187% LUMINAR 2022-2025² 64% LUMINAR 2025² 44% 65% Median: 61% Velodyne 2021-2024² LUMINAR 2025² 58% Median: 33% Velodyne 2024² 22% Velodyne 2024² Computing Platforms Vision Based AEVA 31% TESLA 21% TESLA 17% TESLA Traditional LiDAR Disruptive Autotech 29#30Valuation Benchmarking EV/CY2021 (CY+1) Revenue 2.0x AEVA 2025 EV/CY2021 (CY+1) EBITDA 5.2x AEVA 2025 Median: 13.3x 17.4x NVIDIA. 35.3x 9.1x Median: 32.0x NVIDIA XXXILINX 28.8x XILINX Overall Median: 13.3x Overall Median: 37.7x Median: 14.2x 21.7x MOBILEVE 20171 6.7x Ambarella Ambarella 74.4 Median: 57.2x 40.1x MOBILEVE 20171 ¹ Mobileye financials dated to pre-announcement unaffected date of March 10, 2017. 2 Luminar investor presentation as of September 30, 2020. ³ Velodyne projections as per investor presentation as of July 1, 2020. Sources: Factset, Capital IQ as of November 13, 2020, Company filings Median: 3.1x 3.5x LUMINAR 20252 12.8x 2.8x Median: 10.4x Velodyne 20243 Velodyne 20243 7.9x LUMINAR 20252 Computing Platforms Vision Based AEVA 8.6x TESLA 44.6x TESLA Traditional LiDAR Disruptive Autotech 30#31Valuation Multiple in Perspective EV/CY2021 (CY+1) EBITDA 70.0x 60.0x 50.0x 40.0x 30.0x 20.0x 10.0x 0.0x 0% Ambarella XXILINX 25% TESLA Ⓒ NVIDIA 50% MOBILEVE 2014-20171 ● Velodyne 2021-2024² 75% 100% 125% 2019A-2022E Revenue CAGR (%) ¹Mobileye financials dated to pre-announcement unaffected date of March 10, 2017. 2Velodyne projections as per investor presentation as of July 1, 2020. 3 Luminar investor presentation as of September 30, 2020. Sources: Factset, Capital IQ as of November 13, 2020, Company Filings 150% LUMINAR 2022-20253 175% Computing Platforms Vision Based AEVA AEVA 2022-2025 200% Traditional LiDAR Disruptive Autotech 31#32Transaction Represents Attractive Discount to Peers ● Key Inputs and Assumptions The applied range of EBITDA multiples are centered around the median of Aeva's peer group 37.7x CY2021E (CY+1) EBITDA, with sensitivities built in on both the high and low ends Implied Future Enterprise Value calculated by applying a range of multiples to Aeva's 2025E EBITDA. That Implied Future Enterprise Value is discounted four years back at a 20% rate to arrive at an Implied Current Enterprise Value $13.9Bn $11.8Bn 34.0x 40.0x 2025E EBITDA $6.7Bn $5.7Bn 34.0x 40.0x 2025E EBITDA Discount Rate: 20% Implied Future Enterprise Value Implied Current Enterprise Value Implied EV Based on Comparable Companies' Current Trading Valuations $1.8Bn 5.2x 2025E EBITDA s AEVA Post-Money Enterprise Value Transaction Value 86% Discount 71% Discount 32#33AEVA AEVA Perception for All Devices

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