AppHarvest SPAC Presentation Deck

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#1COWEN A AppHarvest Investor Presentation September 2020#2Disclaimer This presentation ("Presentation") is for informational purposes only. This Presentation shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation or sale would be unlawful. This Presentation has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between AppHarvest, Inc. ("AppHarvest") and Novus Capital Corporation ("Novus") and the related transactions (the "Proposed Business Combination") and for no other purpose. Neither the Securities and Exchange Commission nor any securities commission of any other U.S. or non-U.S. jurisdiction has approved or disapproved of the Proposed Business Combination presented herein, or determined that this Presentation is truthful or complete. Any representation to the contrary is a criminal offense. Disclaimers 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 Novus, AppHarvest or any of their respective subsidiaries, stockholders, affiliates, representatives, directors, officers, employees, advisers, or agents by responsible or liable for a direct, indirect, or consequential loss or loss of profit arising from the use of this Presentation its contents, 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 Novus nor AppHarvest 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. 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 AppHarvest or the Proposed Business Combination. Viewers of this Presentation should each make their own evaluation of AppHarvest and of the relevance and adequacy of the information and should make such other investigations as they deem necessary. References in this Presentation to our "partners" or "partnerships" with governmental entities, AgTech companies, universities or others do not denote that our relationship with any such party is in a legal partnership form, but rather is a generic reference to our contractual relationship with such party. Forward Looking Statements Certain statements included in this Presentation that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect," "should," "would," "plan," "predict," "potential," "seem," "seek," "future," "outlook," and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of other financial and performance metrics and projections of market opportunity. These statements are based on various assumptions, whether or not identified in this Presentation, and on the current expectations of the respective management of AppHarvest and Novus and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by an investor as, a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of AppHarvest and Novus. These forward-looking statements are subject to a number of risks and uncertainties, including changes in domestic and foreign business, market, financial, political, and legal conditions; the inability of the parties to successfully or timely consummate the Proposed Business Combination, including the risk that any regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected benefits of the Proposed Business Combination or that the approval of the stockholders of Novus or AppHarvest is not obtained; failure to realize the anticipated benefits of the Proposed Business Combination; risks relating to the uncertainty of the projected financial information with respect to AppHarvest; risks related to the rollout of AppHarvest's business and the timing of expected business milestones; the effects of competition on AppHarvest's business; the amount of redemption requests made by Novus's stockholders; the ability of Novus or AppHarvest to issue equity or equity-linked securities or obtain debt financing in connection with the Proposed Business Combination or in the future, and those factors discussed in Novus's final prospectus dated May 15, 2020 under the heading "Risk Factors," and other documents Novus has filed, or will file, with the SEC. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that neither Novus nor AppHarvest presently know, or that Novus nor AppHarvest currently believe are immaterial, that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Novus' and AppHarvest's expectations, plans, or forecasts of future events and views as of the date of this Presentation. Novus and AppHarvest anticipate that subsequent events and developments will cause Novus's and AppHarvest's assessments to change. However, while Novus and AppHarvest may elect to update these forward-looking statements at some point in the future, Novus and AppHarvest specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing Novus's and AppHarvest's assessments of any date subsequent to the date of his Presentation. Accordingly, undue reliance should not be placed upon the forward-looking statements. Use of Projections This Presentation contains projected financial information with respect to AppHarvest. 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 underling 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. A AppHarvest 2#3Disclaimer Financial Information; Non-GAAP Financial Measures The financial information and data contained this Presentation is unaudited and does not conform to Regulation S-X. 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 Novus with the SEC. Some of the financial information and data contained in this Presentation, such as EBITDA, Adjusted EBITDA, Facility EBITDA and Free Cash Flow Before Growth Spend, has not been prepared in accordance with United States generally accepted accounting principles ("GAAP"). Novus and AppHarvest believe these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to AppHarvest's financial condition and results of operations. AppHarvest's management uses these non-GAAP measures for trend analyses and for budgeting and planning purposes. A reconciliation for AppHarvest's 2021E through 2025E non-GAAP financial measures to the most directly comparable GAAP financial measures is not included, because, without unreasonable effort, AppHarvest 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. See Slide 24 for additional information regarding non-GAAP financial measures. Novus and AppHarvest 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 AppHarvest's business. Other similar companies may present different non-GAAP measures or calculate similar non-GAAP measures differently. Management 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 that are required by to be presented in AppHarvest's GAAP financial statements. In addition, they are subject to inherent limitations they reflect the exercise of judgment by management about which expenses are excluded in determining these non-GAAP financial measures. You should review AppHarvest's audited financial statements prepared in accordance with GAAP, which will be included in a combined registration statement and proxy statement to be filed with the SEC. Trademarks This Presentation contains trademarks, service marks, trade names, and copyrights of Novus, AppHarvest, and other companies, which are the property of their respective owners. The information contained herein is as of September 8, 2020 and does not reflect any subsequent events. COWEN 599 Lexington Ave. New York, NY 10022 Mark Saraiva Managing Director O: (646) 562-1176 M: (201) 394-8432 [email protected] Rob Viola Director O: (646) 562-1182 M: (201) 274-6833 [email protected] Stephen Clarke Managing Director O: (646) 562-1190 M: (917) 405-3395 [email protected] Craig Gridelli Vice President 0: (646) 562-1143 M: (512) 705-5751 [email protected] Timothy Meyer Managing Director O: (646) 562-1222 M: (203) 747-5903 [email protected] Alicia Gresla Vice President O: (646) 562-1271 M: (773) 716-7988 [email protected] Christopher Weekes Managing Director O: (646) 562-1133 M: (917) 675-0241 Christopher. [email protected] Benjamin Samuels Vice President 0: (646) 562-1134 M: (516) 761-0020 [email protected] 3#4AppHarvest is building a resilient food system for America A AppHarvest#5Tomorrow's AgTech capital A AppHarvest#6Board Comprised of Leaders in Impact & Sustainability Jonathan Webb Founder & CEO A AppHarvest Jeffrey Ubben Inclusive Capital Partners Founder & Managing Partner Kiran Bhatraju Arcadia Power Founder & CEO Dave Chen Equilibrium Capital Chairman C J.D. Vance Narya Capital Partner Martha Stewart Martha Stewart Living Founder Greg Couch Meridian Wealth Management Founder & President Board of Directors Anna Mason Revolution Partner David Lee Impossible Foods CFO 6#7Novus Capital Corporation Overview Officers & Board Members Bob Laikin, Chairman 20+ years of experience operating a public company in the technology hardware, software, distribution, and value-added services marketplace Larry M. Paulson, CEO 30+ years of transactional experience in the connectivity space and global relationships Vince Donargo, CFO 30+ years of finance and accounting experience, the last 15 in senior executive roles managing all aspects of finance and IT Independent Directors. Heather Goodman, Director 20+ years of experience analyzing business challenges, building infrastructures, and enabling scalable platforms Brad Bostic, Director 20+ years of experience funding, creating, and leading growth companies in cloud technology, analytics, bioinformatics, and information services A AppHarvest Novus Capital Corporation (NASD: NOVS, NOVSW) is a $100M publicly traded Special Purpose Acquisition Company (SPAC) formed for the purpose of effecting a merger, acquisition, or similar business combination within 18 months of its IPO, which was completed May 15, 2020 Sponsored by Early BirdCapital Inc. Novus comparative advantage: Experience Management team has worked together for 30 years Developed significant domain expertise and network in smart ● ● - technology innovation industry Operated in a public company environment Deal Flow Sponsors collectively executed on 100 deals, worth $5B Established deal network of private equity, venture capital, and venture arms of tech companies Efficient, superior M&A screening methodology Value Creation Levering Team's Expertise Sponsors have operated companies, setting, and changing strategies Identified, recruited, and mentored world-class talent - Developed and grew companies, both organically and inorganically, expanding the product ranges and geographic footprints Executed A&D strategies to achieve synergies and create stockholder value Partnered with industry-leading companies to increase sales and improve competitive positioning Differentiated Sourcing Network: FCA HAI CHRYSLER AL OMOB LES Microsoft T-Mobile. HNA Walmart (intel) AT&T BLACKSTONE GROUP Qualcomm f APOLLO INVESTMENT CORDOBAFKIN Novus Capital Corporation amazon Google WARBURG PINCUS SAMSUNG IBM 7#8Transaction Overview Transaction Structure ● ● Novus has proposed to enter into a business combination with AppHarvest, a developer and operator of applied technology large scale controlled indoor farms The transaction is expected to close in 2H 2020 It is anticipated that the post- closing company will retain the AppHarvest name and be listed on the NASDAQ The transaction, inclusive of the planned $200 million PIPE financing, will provide growth capital to the Company for future facility development Valuation Transaction implies a pro forma enterprise value of $550 million 2.2x based on projected 2024E revenue of $246 million AAAppHarvest (a) See slide 24 for key assumptions and additional details. 11.2x based on projected 2024E Adj. EBITDA of $49 million Existing AppHarvest shareholders will receive ~60% of the pro forma equity(a) Capital Structure The transaction will be funded by a combination of Novus cash held in trust account, Novus common stock, and proceeds from the PIPE Transaction expected to result in -$277 million net proceeds to AppHarvest CARE ETT#9A World Enduring an Agriculture Crisis The world must start rapidly building controlled environment agriculture facilities to secure future food production The UN has found the world will need at least 50% more food by 2050, yet 70% of all freshwater is already dedicated to agriculture(a) Unless we change, we will need two planet Earths COVID-19 exposed the unstable nature of America's food system, as shortages mounted across the country (and world) exposing our reliance on uncertain imports 69% of all fresh vine crops sold in the U.S. in 2018 were imported, according to the U.S. Department of Agriculture The world's land and water resources are being exploited at "unprecedented" rates, a new United Nations report warns, which combined with climate change is putting dire pressure on the ability of humanity to feed itself. August 8, 2019 The New York Times A AppHarvest (a) United Nations Department of Public Information - Sixty-fourth General Assembly. 9#10Significant Market Opportunity National grocery chains desperately seeking large scale supply of domestically grown produce as an alternative to imports. The U.S. needs 20,000 acres of controlled environment facilities to reduce imports of tomatoes, cucumbers and peppers(a) Secular shift to plant-based foods creating increased demand for locally grown, high-quality produce Much of fresh produce is imported from Mexico, with national grocers seeking alternative supply as a result of: Heavier use of harmful pesticides Shipping costs, travel time and carbon footprint Potentially troubling labor practices Opportunity to also replace some of the Southwestern U.S. production (currently grows 90% of leafy greens from November through March) which is trucked cross-country to serve the East Coast Increased Need to Replace Imports With Domestically Grown Produce (% Imported) A AppHarvest 41% 2008 Tomatoes 60% 2019 55% 2008 Source: U.S. Department of Agriculture. (a) Wageningen University & Research, June 2020. (b) Reflects average rate of imports for bell peppers, tomatoes, cucumbers. 80 60 40 20 0 Desperate Need for U.S. Sourcing By Country 70% Mexico Cucumbers 81% 2019 1990 1992 1994 1996 1998 2000 2002 2004 2006 2008 2010 2012 2014 2016 2018 3% 18% Canada 2008 4% Peru 2% China 7% Other Lettuce 6% 2019 48% % Vine Crop Imported 2008 Peppers 66% 69% 2019 10#11AppHarvest Overview Developer and operator of applied technology large scale controlled indoor farms producing U.S. grown fresh produce for national grocers 60-acre Morehead, KY facility is among the largest indoor farms in the U.S. Development pipeline of 5+ future sites provides clear growth strategy ● Global food production is woefully short of estimated future needs National grocers desperate for sources of controlled indoor domestically grown produce, requiring thousands of acres of newly created U.S. production Reduces use of harmful pesticides, shipping costs and carbon footprint (a) Source Wageningen University & Research, July 2020 AppHarvest Kentucky ideally suited for AppHarvest's significant growth vision Geographically central location within a day's drive of approximately 70% of U.S. population Suitable weather conditions - temperature, sunshine, rainfall, humidity Large, under-utilized and hardworking labor force Business-friendly climate - permitting, engineering, legal Emerging AgTech ecosystem Executing on highly scalable and highly profitable growth vision First harvest in 2020 and revenue commencing in 2021 Development pipeline includes an additional 480 acres, projected to grow over 300M lbs of food annually ● Supported by industry leading impact and sustainability investors BUTCHIES Significant Market Opportunity 17K-20K Acres of Potential Development(a) Key Partners Dalsem: Specializes in high tech green house projects with over 85 years of experience America Major Domestic Distributor: One of the largest producers and distributors of greenhouse-grown oduce in North Key Investors RISE REST Equilibrium a revolution fund INCLUSIVE CAPITAL DALSEM LUPA SYSTEMS PARTNERS breyercapital NARYA#12AppHarvest Impact By the Numbers Domestic Impact ~70% of population in one day's drive 365 Days; growing indoors eliminates weather and seasonal constraints Executing on UN SDGs A AppHarvest 2 ZERO HUNGER 80% Less diesel expected to be used in transportation(a) 0 Zero agricultural runoff due to unique closed-loop system Only 1 in 10 Americans eats enough fruits and vegetables 6 CLEAN WATER AND SANITATION 90% less water than traditional open-field agriculture and zero agriculture runoff 90% Less water usage; only recycled rainwater 1,000s Jobs in high unemployment areas 8 DECENT WORK AND ECONOMIC GROWTH Hundreds of new jobs in a county where 26% of residents live in poverty 9 10 Acreage of rainwater retention pond at Morehead facility 0 Soil usage, keeping carbon sequestered INDUSTRY, INNOVATION AND INFRASTRUCTURE -30x higher yields on a single acre than open- field agriculture on a single acre 12 (a) Figures are based on AppHarvest's expected market distribution and current market distribution estimates using Numarán, Mexico. RESPONSIBLE CONSUMPTION AND PRODUCTION GO ~30x Higher yields than open-field agriculture 40% Less energy used by our LEDS Reduce diesel use for transportation by 80% and reach 70% of Americans in a day's drive 13 CLIMATE ACTION Significant reduction in both water and diesel usage relative to traditional agriculture 12#13Controlled Indoor Agriculture Is the Future of Farming Future farming practices will be driven by demand for sustainably grown produce in addition to long-term cost savings and improved crop yields realized from controlled environment agriculture Methodology High-Tech Greenhouse Low-Tech Greenhouse Open-Field Growing A AppHarvest Reliability of Supply 95% 70% 50% Production Yield -30x 5-8x 1x MX Environmental Control NKN Land and Water Use ● CO₂ Absorption Chemical Use Labor O O Highest Grade Food Safety C Mid Grade Lowest Grade 13#14AppHarvest Is the Platform that Unites Pioneering AgTech AppHarvest has partnered with the Dutch Government, AgTech companies and universities to utilize best-in-class technology in order to increase sustainably grown crop yields ● Organizations & Universities AppHarvest has united 17 organizations, including Dutch and Kentucky governments and universities, as well as leading Dutch AgTech companies • The organizations signed an agreement in June 2020 to create America's AgTech capital in Appalachia • Future plans include creating cooperative research programs and constructing more private infrastructure A AppHarvest #2 Ag Exporter in the World Light4Food B RIJK ZWAAN ww Organizations NLWORKS Signify CERTHON Greenhouse solutions Ministry of Agriculture, Nature and Food Quality of the Netherlands has EKU MONWEALTH OF F KENT LARGE Universities PRIVA DALSEM UNIVERSITY OF PIKEVILLE UPIKE M K MOREHEAD STATE UNIVERSITY BEREA COLLEGE Fontys University of Applied Sciences Solutions & Technology Providers 11 ***** LED Lighting GE current signify a Daintree company Climate Control / Refrigeration $3 O Infrastructure / Que Robotics Agriculture Al Big Data Apeel Sciences DALSEM PRIVA kondra ecoation VIALUX rcot A Svensson bogaerts greenhouse logistics CERTHON Greenhouse solutions MOLEAER ADVANCING NANOBUBBLE TECHNOLOGY koidrz PRIVA 14#15Strategically Located in Appalachia Appalachia Advantages Region is Committed to AgTech State and local governments committed to making Appalachia a hub for AgTech offering investment and harvest tax credits Engagement by Department of Agriculture ● ● Significant Job Demand, Untapped Workforce Under-utilized skilled and hardworking labor force AgTech curriculum in high schools, as well as certificate and degree programs at universities ● Centrally Located Can reach ~70% of U.S. population within 36 hours of harvesting Suitable Climate with Natural Resources 2018 was Kentucky's wettest recorded year in history Economical and plentiful natural and energy resources ● A Appalachian A Appalachian Counties at Risk Counties A AppHarvest Ranks between worst 10-25% of U.S. counties on unemployment, income and poverty measures ILLINOIS 기 INDIANA KENTUCKY TENNESSEE ALABAMA MICHIGAN OHIO GEORGIA NEW HA FLORIDA VERMON MASSACHUSETTS SOUTH CAROLINA VIRGINIA NORTH CAROLINA A Appalachian Counties Distressed Ranks among worst 10% of U.S. counties on unemployment, income and poverty measures NL NE PENN DEL 15 MAF WEST V#16Eliminating Lengthy Supply Chains Shorter delivery distance means vegetables that are fresher and more nutritious Hours to drive to: New York City: 44 Washington, DC: 42 Atlanta: 35 Chicago: 32 Houston: 27 A AppHarvest Hours to drive to: New York City: 39 Washington, DC: 37 Atlanta: 28 Chicago: 29 Houston: 18.5 Hours to drive to: New York City: 45 Washingto DC: 42 Atlanta: 32 Chicago: 37 Houston: 22 AA -70% of the U.S. population is within a day's drive of Kentucky Hours to drive to: New York City: 10 Washington, DC: 7.5 Atlanta: 7 Chicago: 6.5 Houston: 16.5 16#17Overriding Commitment to Sustainability and Impact AppHarvest aims to redefine American agriculture by improving access for all to fresh fruits and vegetables, growing more with fewer resources and creating an AgTech hub from within its Appalachian home A A A AAAppHarvest A Investing $1 Billion in Appalachia AppHarvest, in conjunction with the State, is seeking to make Kentucky the AgTech capital of the U.S. Create attractive, sustainable skilled jobs in this innovative sector within the nation's poorest region Prioritizing the Worker Unparalleled employee experience includes range of amenities, supportive services (financial and educational upskilling), custom apparel, industry-leading personal protective equipment and appreciation programs Certified B Corporation Incorporated as a registered Benefit Corporation in 2018, AppHarvest has also passed a rigorous audit and been confirmed as a Certified B Corporation by the non-profit B Lab Governance Environment Workers Growing Growers AppHarvest invested $150K in 2018 to start a high-tech container farm educational program at an Eastern Kentucky high school to excite students about careers in AgTech. The program is expanding curriculum and container farms Certified B Corporation Community Customers 17#18Partnership with Leading Distributor Distributor will sell all vegetables produced by AppHarvest in Kentucky and West Virginia, enabling national distribution to grocers who seek to increase domestically sourced tomatoes Overview AppHarvest has entered into a distribution agreement with a leading distributor that will sell all vegetables produced by AppHarvest in Kentucky and West Virginia ● ● ● ● One of the largest producers and distributors of greenhouse-grown produce in North America Specializes in a range of produce including tomatoes, peppers, cucumbers, specialty produce and organic National reach with on-going agreements to supply produce to some of North America's largest retail grocery store chains A AppHarvest National Reach Across Leading Grocers meijer Kroger Publix Walmart TARGET Wegmans Winn✔Dixie TRADER JOE'S COSTCO WHOLESALE Ill ALDI SAFEWAY WHOLE FOODS MARKET 18#19One of Nation's Largest Controlled Agriculture Facilities Morehead will cover more acres than all other U.S.-based greenhouses owned by sustainable production competitors combined; built to serve national grocery chains rather than competitors' hyper local strategy Facility Highlights ▪ Builder (Dalsem) provided turnkey, fixed- price contract ▪ Financed through sale-leaseback with Equilibrium Capital Expected completion in October 2020 60 45 90% A AppHarvest Acres of Controlled Indoor Farming Million Pounds of Annual Production Capacity Reduction in Water Usage vs. Field Agriculture -400 mi -425 mi -465 mi Strategically Located in Appalachia -385 mi -645 mi -580 mi -450 mi Located approximately one day's drive from -70% of U.S. population, which AppHarvest estimates will result in 80% lower transportation costs(a) (a) Figures are based on AppHarvest's expected market distribution and current market distribution estimates using Numarán, Mexico. 19#20Development Timeline First crop of beefsteak tomatoes will be planted in October 2020, with initial harvest and revenue commencing in January 2021 Constructed 01 Morehead, KY 60 acres October 2020 2020 A AppHarvest MOREHEAD 2021 2022 Under Option 02 Berea, KY 15 acres February 2022 03 Richmond, KY 60 acres November 2022 Under Option 04 Russell Springs, KY 15 acres May 2023 Identified Facility 05 60 acres August 2023 Facility 06 60 acres September 2023 2023 PHARVE KENTUCK 2024 Identified Facility 07 15 acres May 2024 Facility 08 60 acres August 2024 Facility 09 60 acres September 2024 20#21AppHarvest Thought Leadership in AgTech Bring Produce Production The future of farming: Building an agtech center in the heart of the Back to U.S., AppHarvest CEO Says Bluegrass State Bloomberg TechRepublic AppHarvest Raises More Cash for World's Biggest Greenhouse Bloomberg "The mammoth project will use Dutch greenhouse technology, which focuses on sustainable crop production, to meet the rising demand for American-grown tomatoes. The greenhouse uses digital monitoring, sun and LED lighting, recycled rainwater and non-chemical growing practices. It also responds to a host of cultural concerns about food safety, freshness, environmental quality and energy consumption." THE WALL STREET JOURNAL. "AppHarvest is aiming to build a local talent pipeline ... The company paid to install a Freight Farm at Shelby Valley High School to teach students, a program it plans to expand to 20 schools. AppHarvest is also developing an agricultural- technology certificate and degree program for the nearby University of Pikeville." The New York Times A AppHarvest High-tech Greenhouses Could Be the Future Of Agriculture Forbes This Tech-Savvy Greenhouse Wants to Revitalize America's Coal Country GLOBAL CITIZEN. 21#22Illustrative Tomato Facility Economics. Illustrative steady-state economics for 60-acre tomato facility (half beefsteak, half TOV), excluding financing costs (US$ millions) $107.1 Capital Cost A AppHarvest $42.5 Net Revenue $12.3 Labor Cost $6.4 Utilities Cost $6.7 Other Cost $17.2 Gross Profit $1.4 Crop SG&A Implied Unlevered Return 15% $15.8 Facility EBITDA 22#23Projected Financial and Operating Metrics Active Facilities Year End 60 60 2021E ($31) 2021E Tomato A AppHarvest 135 30 15 90 2022E 3 Acreage Leafy Green 270 $14 90 30 150 2023E 6 EBITDA $49 Cucumber 405 90 45 270 2024E 9 $106 540 150 60 330 2025E 12 $152 $25 2021E ($19) 2022E 2023E 2024E 2025E Run-Rate Note: All $ figures in millions. (a) FCF Before Growth Spend excludes development SG&A and capital expenditure for new facilities. (b) Excludes impact of taxes. ($30) 2021E $59 2022E Net Revenue ($23) 2022E $141 2023E $4 $246 2023E 2024E FCF Before Growth Spend (a) $32 $376 2024E 2025E Run-Rate $83 $467 2025E $128 Run-Rate(b) 23#24Detailed Transaction Overview Sources: Committed Common Equity PIPE NOVUS Trust Equity(a) Stock Total Sources Estimated Sources & Uses (in millions) ration to Existing AppHarvest Shareholders Uses: Stock Consideration to Existing AppHarvest Shareholders Estimated Fees & Expenses Cash to AppHarvest Balance Sheet Total Uses Illustrative Pro Forma Capitalization (b) Pro Forma Ownership (b) PIPE Investors Shares b SPAC Public Investor Shares Founders Shares Existing AppHarvest Shareholders(b) Total Shares (e) Shares 20.0 10.0 2.7 50.0 82.7 $M A AppHarvest (b) Assumes new shares are issued at a price of $10.00. $200.0 100.0 500.0 $800.0 $M $500.0 22.7 277.3 $800.0 % Ownership 24.2% 12.1% 3.3% 60.5% 100.0% (in millions, except per share data) Illustrative Pro Forma Valuation PF Shares Outstanding (b) Share Price Market Capitalization Less: Cash Enterprise Value Illustrative Pro Forma Ownership(axb) PIPE Investor Shares (b) SPAC Public Investor Shares Founders Shares ■ Existing AppHarvest Shareholders (b) (a) Assumes no redemptions from Novus' existing public shareholders. Excludes impacts of Novus warrants struck at $11.50. (a) 60% $827M PF Equity Value 82.7 $10.00 $827.0 ($277.3) $549.7 24% 3% 12% 24#25Valuation Benchmarking 2024E 3.3x Vital FARMS 26.8x 2024E Vital FARMS 5.3x BEYOND MEAT A AppHarvest 41.1x BEYOND MEAT Sustainable Food 2.2x (a) 11.2x NA Sustainable Food (a) Vital FARMS ΝΑ 2025E Vital FARMS 4.5x BEYOND MEAT 2025E 32.9x 1.5x BEYOND MEAT 5.2x EV / Revenue (a) (a) EV / EBITDA 1.0x Calavo I A Source: Capital IQ as of August 28, 2020. (a) Assumes Enterprise Value of $550M; forward-looking metrics are based off management estimates. 13.2x Calavo Traditional Agriculture Median 1.5x 1.1x EM Cal-Maine Foods, Inc. Median 14.1x 9.1x 2021E Traditional Agriculture EM Cal-Maine Foods, Inc. 3.0x Simply Good ❤ FOODS COMPANY" 2021E 16.3x *Simply Good FOODS COMPANY" 1.9x LIMONEIRA SINCE 1891 15.0x LIMONEIRA SINCE IR03 25#26Appendix A AppHarvest#27Illustrative Cucumber Facility Economics Illustrative steady-state economics for 60-acre cucumber facility excluding financing costs $107.1 Capital Cost A AppHarvest $47.9 Net Revenue $12.0 Labor Cost $5.8 Utilities Cost $10.8 Other Cost $19.3 Gross Profit $1.3 Crop SG&A Implied Unlevered Return 17% $18.0 Facility EBITDA 27#28Illustrative Leafy Greens Facility Economics Illustrative steady-state economics for 15-acre leafy greens facility excluding financing costs. $43.5 Capital Cost A AppHarvest $16.2 Net Revenue $2.4 Labor Cost $2.4 Utilities Cost $4.6 Other Cost $6.9 Gross Profit $1.0 Crop SG&A Implied Unlevered Return 14% $5.9 Facility EBITDA 28#29Benefit Corp Overview What is a public benefit corporation? A corporation with modified obligations Higher standards of purpose, accountability and transparency Fiduciary duty to all stakeholders ■ Purpose Committed to creating public benefit and sustainable value in addition to profits مرا AppHarvest will be among the first public benefit corporations A AppHarvest Accountability Considerate of impact on society and environment Transparency Reporting requirements include progress in achieving social impact goals Notable B Corps LAUREATE INTERNATIONAL UNIVERSITIES® Bule silverchef EST. 2007 Vital FARMS® 29

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