#1INVESTOR PRESENTATION Bright Machines - Transforming Manufacturing May 2021#2Disclaimers Additional Information and Where to Find It In connection with the proposed business combination with SCVX Corp. (SCVX), SCVX intends to file a Registration Statement on Form S-4, including a preliminary proxy statement/prospectus and a definitive proxy statement/prospectus with the SEC. SCVX's stockholders and other interested persons are advised to read, when available, the preliminary proxy statement/prospectus and the amendments thereto and the definitive proxy statement/prospectus and documents incorporated by reference therein filed in connection with the proposed business combination, as these materials will contain important information about Bright Machines, SCVX, and the proposed business combination. When available, the definitive proxy statement/prospectus and other relevant materials for the proposed business combination will be mailed to stockholders of SCVX as of a record date to be established for voting on the proposed business combination. Stockholders will also be able to obtain copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus, and other documents filed with the SEC that will be incorporated by reference therein, without charge, once available, at the SEC's website at www.sec.gov, or by directing a request to: c/o Strategic Cyber Ventures, 1220 L St. NW, Suite 100-397, Washington, DC 20005. Participants in the Solicitation SCVX and Bright Machines and their respective directors and executive officers may be considered participants in the solicitation of proxies with respect to the potential transaction described herein under the rules of the SEC. Information about the directors and executive officers of SCVX is set forth in SCVX's Annual Report on Form 10-K filed with the SEC pursuant to Section 13 of the Securities Exchange Act of 1934, as amended, on April 6, 2021, and is available free of charge at the SEC's web site at www.sec.gov or by directing a request to: c/o Strategic Cyber Ventures, 1220 L St. NW, Suite 100-397, Washington, DC 20005. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the SCVX shareholders in connection with the potential transaction will be set forth in the registration statement containing the preliminary proxy statement/prospectus when it is filed with the SEC. These documents can be obtained free of charge from the sources indicated above. No Offer or Solicitation The information herein shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities or in respect of the proposed business combination. The information herein shall also 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 prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom. Bright Machines. Ⓒ2021 Bright Machines, Inc.#3Disclaimers (Cont'd) Forward Looking Statements Certain statements herein may be considered forward-looking statements. Forward-looking statements generally relate to future events or SCVX's or Bright Machines' future financial or operating performance. For example, statements about the expected timing of the completion of the proposed business combination, the benefits of the proposed business combination, the competitive environment, and the expected future performance and market opportunities of Bright Machines are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expect", "intend", "will", "estimate", "anticipate", "believe", "predict", "potential" or "continue", or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by SCVX and its management, and Bright Machines and its management, as the case may be, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; (2) the outcome of any legal proceedings that may be instituted against SCVX, Bright Machines, the combined company or others following the announcement of the proposed business combination; (3) the inability to complete the proposed business combination due to the failure to obtain approval of the shareholders of SCVX or to satisfy other conditions to closing; (4) changes to the proposed structure of the proposed business combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the proposed business combination; (5) the ability to meet stock exchange listing standards at or following the consummation of the proposed business combination; (6) the risk that the proposed business combination disrupts current plans and operations of Bright Machines as a result of the announcement and consummation of the proposed business combination; (7) the ability to recognize the anticipated benefits of the proposed business combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; (8) costs related to the proposed business combination; (9) changes in applicable laws or regulations; (10) the possibility that Bright Machines or the combined company may be adversely affected by other economic, business and/or competitive factors; and (11) other risks and uncertainties set forth in the section entitled "Risk Factors" and "Cautionary Note Regarding Forward-Looking Statements" in SCVX's Form 10-K for the year ended December 31, 2020, and which will be set forth in the registration statement to be filed by SCVX with the SEC in connection with the proposed business combination. Nothing herein should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Neither SCVX nor Bright Machines undertakes any duty to update these forward-looking statements. Risk Factors For a description of the risks relating to an investment in Bright Machines, including its business and operations, we refer you to "Risk Factors" in the Appendix to this presentation. Bright Machines Ⓒ2021 Bright Machines, Inc.#4SCVX Overview Michael Doniger Chief Executive Officer Hank Thomas Chief Technology Officer Bright Machines ■ Former Portfolio Manager and Director of Research at Citadel Fundamental Securities -20 years of direct public market investment experience Extensive expertise navigating complex transactions Former Senior Partner at Green Owl Capital Management and Corvex Management Former Portfolio Manager at SAC Capital's CR Intrinsic Unit SAC CITADEL CORVEX MANAGEMENT GREEN OWL SARMY CARMENTACEMENT Co-Founder and CEO of Strategic Cyber Ventures 23-year career in cyber and national security 11 years as a Booz Allen Hamilton Security Consultant & Executive 8 years as a U.S. Army Intelligence Officer Member of the Consumer Electronics Show (CES) advisory board and the U.S. Cyber Moonshot advisory board at Auburn University CES Booz | Allen | Hamilton 100 D SCVX Corp. (NYSE: SCVX) completed its $230 million IPO in January 2020 Partnerships with Hudson Bay Capital and Strategic Cyber Ventures Top-tier reputation and accomplished management team Supported by independent directors with diverse expertise across public investing, consulting, technology, government and military sectors XN LP has partnered with SCVX to acquire an economic interest in SCVX Corp. held by the SCVX founders Ⓒ2021 Bright Machines, Inc.#5Transaction Overview Business Overview Capital Structure Valuation Offering Size Bright Machines (4) (3) 1 Leading the digital transformation of manufacturing Revolutionizing the manufacturing industry through an advanced, proprietary Al-driven platform Robust revenue growth profile with $727 million in sales and gross margin of 50% by 2025E -$400 million of net proceeds to fund the business until it is projected to be cash flow positive in 2025(¹) --$445 million cash on balance sheet and no debt post-transaction (¹) --$1.1 billion pro forma enterprise value with a strong balance sheet(²) Attractively-valued entry multiple for a high-growth business SCVX has $230 million of cash in trust) PIPE raise of $205 million Assumes no redemptions. Reflects post-money enterprise value and excludes potential impact of existing shareholder earnout structure. Ⓒ2021 Bright Machines, Inc.#6Today's Presenters Lior Susan Co-Founder, Eclipse Ventures Bright Machines. flex ECLIPSE (3) intucell Amar Hanspal Co-Founder, Chief Executive Officer A AUTODESK aspentech BeyondTrust Mr. O'Malley has indicated his intention to leave the Company to pursue other interests. The Company has begun a search for his successor, and Mr. O'Malley has indicated his intention to remain with the Company until his successor has been hired. Pat O'Malley Interim Chief Financial Officer AVAYA SEAGATE E20PEN' Ⓒ2021 Bright Machines, Inc. 1#7Today's Discussion Agenda 2 3 5 Bright Machines at a Glance Market Opportunity Driving Growth Financial Outlook Valuation Framework Bright Machines. -1 A Ⓒ2021 Bright Machines, Inc.#81 Bright Machines at a Glance Bright Machines 2021 Bright Machines, Inc. WAL 5#9Al is defining the next frontier for manufacturing Bright Machines Bright Machines is developing an Al-driven platform to lead the digital transformation of manufacturing The future is now 6#10Bright Machines at a Glance Founded in 2018 to address an accelerating need for Al-driven manufacturing automation Solution rigorously proven in collaboration with Flex; has since been deployed to over 25 customers and 50 brands Robust portfolio of proprietary IP built around Al algorithms, solution-centric capabilities and customer collaboration Highly technical workforce of -500 employees, including -150 software engineers Global presence strategically aligned to support customers Headquartered in San Francisco, CA FAST COMPANY 50 Future Unicorns Bright Machines. Forbes Top 50 Al companies WORLD ECONOMIC FORUM Inc. Best in Business Technology Pioneer Source Bright Machines management estimates and consulting study -$250bn TAM long-term 60%+ Gross Margin long-term Lead Investors ECLIPSE LUX BMW i Ventures Leading cloud services company Blue Chip Customers & Premier Brands Global automotive manufacturer $727m Revenue in 2025E Leading graphics processing unit (GPU) manufacturer 60%+ Recurring Revenue long-term Fortune 100 industrial conglomerate Premium consumer beverage provider Premier consumer appliance manufacturer Innovative consumer products manufacturer Leading manufacturer of network hardware and software Leading industrial tool manufacturer Ⓒ2021 Bright Machines, Inc.#11Senior Leadership Amar Hanspal Co-Founder, Chief Executive Officer AUTODESK Bright Machines. (1) Beyond Trust Pat O'Malley Interim Chief Financial Officer SEAGATE AVAYA Bill Griffin Chief Revenue Officer A AUTODESK xerox Brian Mathews Chief Technology Officer A AUTODESK Tzahi Rodrig Chief Operating Officer flex ec Caroline Pan Chief Marketing Officer intel Honeywell 0 Fiorella Dettorre Chief Human Resources Officer digital Persona. Mr. O'Malley has indicated his intention to leave the Company to pursue other interests. The Company has begun a search for his successor, and Mr. O'Malley has indicated his intention to remain with the Company until his successor has been hired. logitech Abhishek Pani Chief Product Officer A Adobe efficient frontier Victoria Libin SVP Legal Affairs accentureigital Viacom Ⓒ2021 Bright Machines, Inc. 8#12Board of Directors Carl Bass Chairman of the Board A AUTODESK box hp Bright Machines. zendesk Glenda Dorchak Director GMD Enterprises Ansys Mellanax mirametrix Stephen Luczo Director SEAGATE Lior Susan Director ECLIPSE AT&T Morgan Stanley vmware flex Lab: intucell Amar Hanspal Director A AUTODESK @aspentech Beyond Trust Ⓒ2021 Bright Machines, Inc.#132 Market Opportunity Bright Machines Ⓒ2021 Bright Machines, Inc. 10#14Global Manufacturing is in the Early Stages of a Potentially Massive Transformation www HHH W 16 0 Significant Shifts in Global Supply Chains Bright Machines. May 3 Demand for Robustness and Resiliency !!!! ANIMA LLE www 1700 Accelerating Digital Transformation for Speed, Scale and Flexibility Ⓒ2021 Bright Machines, Inc. 11#15Digital Technology Provides the Key Ingredient for this Transformation Bright Machines (₁) Speed and Scale to Market Digital machines can assemble more products at a faster rate than humans Flexibility and Resiliency Consumer preferences change rapidly Digital manufacturing allows for a simple software update to adjust for changes in preferences Per Bright Machines management estimates Labor Efficiency Up to 85% of all assemblies are "automatable"(¹) Sustainability Digital manufacturing eliminates the need for workers and products to travel long distances and elevates low-volume, high-value focus Ⓒ2021 Bright Machines, Inc.#16However, Digital Transformation Today is Complex and Cumbersome Complex Ecosystem of Components, Systems and Control Layers that do not Integrate or Improve PDM CAD Robotic Arms Robotics Conveyance System Bright Machines. RFID Imaging QMS ERP PLM / NPI MES Labeling HE Remote Sensing API Barcode Scanner Al/ML Digital Twin Highly Fragmented, Disparate and Niche Supplier Base HITACHI spectris Calvary Robotics AVEVA Honeywell Zollner ISRA PLEX VISION BOZHONIA S KUKA TUNGSRAM OMRON EMERSON. Trimble Microsoft BECKHOFF JABIL SAP ® KOOPS AUTOMATION SYSTEMS SIMPUMATIC AUTOMATIK ARGONAUT SENSUS MALTRA BAN HE KEYENCE QAD aspentech ATS ECLIPSE aqs EATON ORACLE COGNEX ABB RENISHAWW HUGHES JORNERS Rockwell MSL Automation PEPPERL+FUCHS flex Novanta Schneider Electric DASSAULT Leuze MITSUBISH ELECTRIC MATROX BlueYonder READY UEA DRW ROBOTICS YOKOGAWA EMnify JR AUTOMATION BARTEC DESCARTES SIEMENS AUTODESK. ALLGELL na AQUIFI Parker BROCK solutions FANUC ptc creation TECHNOLOGIES HEXAGON FARO BASLER? Rexroth Bosch Grou UPTAKE Ⓒ2021 Bright Machines, Inc. 13#17Programmable Microfactory with Continuously Improving Skills Pick & Place www. L Bar Code Scanning *** Vision Inspection Bright Machines Heat Sink Screwing Assembly Labeling Dispensing Clamping d PRFID Traceability DOD DIMM Card Insertion Soldering And More... Feeding Systems Bright Robotic Cells End of Arm Tools Transport Systems Ⓒ2021 Bright Machines, Inc. 14#18Write Once, Build Anywhere Bright Machines. FAIR Assembly Semantics Decision Optimization DE PREPAR No Code Programming EM 3D Vision Cloud Based 3D Simulation Device Integration Ⓒ2021 Bright Machines, Inc.#19Customer-Proven Technology Bright Machines. AA ICE -7.2 BES = 2051 B 60 deployed microfactories serving 50+ major brands Ⓒ2021 Bright Machines, Inc.#20Delivering Tangible Results Sector Customer Challenge Process Elements Impact Bright Machines. . - # W . . Automotive Labor intensity Quality Human failure Complex assembly Inspection Component tracking A 33% output /hour 50% line headcount 88% defect rate Consumer Labor intensity Quality Human failure Complex assembly Inspection Precision via advanced computer vision 50% output /hour 90% line headcount 38% defect rate . + . · · Data Center Labor intensity Quality Human failure Complex assembly Inspection Precision via advanced computer vision 5% output/hour 69% line headcount 3% defect rate . W Network Infrastructure Labor intensity Labor shortage Complex assembly Precision via advanced computer vision 71% output /hour 63% line headcount 34% defect rate Ⓒ2021 Bright Machines, Inc. 17#21Customer Case Study: Powering ROI Year Investment Summary Investment ($1.4M) Savings 0 11 months Payback Period Bright Machines 1 2 3 $1.5M $1.5M $1.5M 69% lower Cost per Unit Produced NO 7 HIBA Software-controlled assembly of DIMM cards and heat sinks in networking equipment Ⓒ2021 Bright Machines, Inc.#22Customer Case Study: Driving Flexibility Bright Machines. I 1117 T 11 Drill Types through... ...1 U.S.-Based Microfactory Localizing manufacturing: Lower cost, faster completion, superior logistics Labor and process cost savings drive customer ROIC Ⓒ2021 Bright Machines, Inc.#233 Driving Growth Bright Machines Ⓒ2021 Bright Machines, Inc. ANABANA 30#24Driven by Fast-Growing Industry Segments Network Infrastructure & Data Centers Bright Machines. Industrial Equipment Electric Vehicles Batteries Consumer Goods Medical Devices Ⓒ2021 Bright Machines, Inc.#25Grow Global Presence and Channel Relationships OEM On-Demand Manufacturing Replace repetitive, labor-intensive assembly and inspection tasks . Bright Machines targets commercial and industrial customers in need of enabling manufacturing resiliency, reshoring or distributed manufacturing • Increase output and lower assembly time Product design flexibility D Bright Machines. EMS Improve Development Time Provide localized expertise to OEMs around the globe Cost advantages through standardized products " Global Expansion Roadmap NORTH AMERICA L EUROPE Channel Expansion Opportunity DIRECT SALES ASIA CHANNEL PARTNERS Leverage expanding footprint and capabilities for channel expansion Ⓒ2021 Bright Machines, Inc.#26Expanding With Our Customers Fortune 500 Firm / Large OEM in Industrial Tools & Consumer Hardware Number of Product Categories 1 Pilot Pilot < 6 months Bright Machines. Products 6-12 months Multiple Products 17 Source: Bright Machines management projections. 12-24 months Multiple Plants Median Deal Size (s in millions) $0.1 Pilot $0.4 < 6 months $1.0 6-12 months $2.1 Initial customer penetration followed by growth in product categories, assembly lines and average deal size 12-24 months Ⓒ2021 Bright Machines, Inc. 23#27Significant Headroom for Continued Growth "Land and Expand" Strategy for Global OEM and EMS Accounts BI Bright Machines. (2) (2) Global Manufacturing Sites (#) Annual Capex ($) Total Employees Targeted Plants (# of Sites) Est. 10% penetration over 3-5 yrs Targeted Lines Per Site Avg. Deal Size ($ / Line) Annual MF Opportunity(2) Est. 7-year useful life Annual SW Opportunity Est. 10% attach rate Customer S -100 -$350m -55,000 15 6 $2m(¹) $20-25m $2-2.5m Customer E -200 -$550m -85,000 20 6 $1-2m $20-30m $2-3m Customer H -225 -$900m -105,000 24 6 $1-2m $20-30m $2-3m Customer D -130 -$150m - 25,000 13 6 $1-1.5m $10-20m $1-2m Customer F -100 -$450m -160,000 10 6 $1-1.5m $10-15m $1-1.5m Source: Bright Machines management projections and company filings. Note: Manufacturing sites, annual capex and total employees shown as of latest annual filing for each customer. Ⓒ2021 Bright Machines, Inc. 2021 deal size now averaging $2M per line. MF (Microfactory) opportunity per customer assumes 1 MF per line, with approx. 10 BRCS (Bright Robotic Cells) per MF. MF spend estimated to be-5-7 of OEM capex spend and -1-2% of EMS capex spend.#28Customer Case Study: Scaling Capacity Assembly of Shower Head Used in Coffee Maker RARI Previously Using Labor 0.6M units per year Bright Machines. +50% Brightware First Line Configured Phase 1 - First Line 0.9M units per year Source: Bright Machines management projections: +100% Brightware Copy Exact to Deploy Additional Lines Phase 2 - Add Second Line 1.8M units per year +200% Phase 3 - Add 3 More Lines 5.4M units per year Ⓒ2021 Bright Machines, Inc. 25#29High Visibility into Near-Term Performance Bright Machines Total: $54m Current Forecast Tracking $5m ahead of plan in 2021 Total: $59m Q2 bookings: s8m Q1 bookings: $7m Existing backlog: $26m Flex contract: $18m Detailed Pipeline 2021E Revenue Total: $85m Current Forecast Identified pipeline of $80m with existing customers and $132m with new customers Total: $85m Additional bookings needed: $40m Although there will be an overall reduction in revenue related to legacy automation testing professional services and leasing of non-proprietary used manufacturing equipment under the MSSA, this amendment also includes a firm commitment to purchasesso milion per year through May 20ag of the Company's proprietary products and services. The new estimated lifetime value of the amended MSSA will be approximately $240 million Neither the used manufacturing equipment leasing nor automation testing and engineering professional services is core to the Bright Machines business. Projected backlog: $30m Flex contract: $15m 2022E Revenue Detailed Pipeline Source Bright Machines management projection Note: In 2018, Bright Machines entered into a 5-year Master Services Subscription Agreement (the "MSSA) with Flex for services ranging from hardware leasing to engineering and testing services as well as product purchases. The estimated lifetime value of that contract was approximately $350 milion. Given that business conditions have changed due to the pandemic and that Bright Machines has focused on building software-defined assembly lines and manufacturing software, Bright Machines and Flex have agreed to amend the terms of the MSSA. The agreement will result in - Bright Machines exiting the used SMT hardware leasing business. Flex will make an upfront cash payment of s82 million for the sale of such hardware assets mostly based in China. - Flexwil reduce its commitment to purchase professional automation services by a total of approximately $120 million over the remaining term of the MSSA. - Bright Machines will retire approximately gomillion shares of their 24.8 million shares) of Bright Machines common stock currently owned by Flex, which is proportionate to Flex's revised commitments under the MSSA Ⓒ2021 Bright Machines, Inc.#30Well-Defined Path for Profitable ARR Growth $25,000/yr base $50,000/ yr adv 2 Bright Machines Now $25,000/yr Hz 21 Production Quality $50,000/yr Assembly Automation A portfolio of applications to design, plan, simulate, program, debug and deploy discrete manufacturing assembly automation H2'21 Source: Bright Machines management projections: Computer vision driven applications for assembly inspection, defect detection and packaging inspection C $50,000/yr 2022/2023 $150,000/ yr Total $50,000 $50,000 $25,000 $25,000 Total Production Analytics Data & Al/ML based applications for driving higher line uptime, identifying production anomalies, helping with faster root-cause analysis and optimizing process metrics Intelligent Manufacturing Operations Closed-loop, data-driven, reinforcement learning- based applications for production decisions across the entire line Ⓒ2021 Bright Machines, Inc. 27#31Customer Case Study: Continuous Improvement Year Investment Investment Summary Labor Savings (so.gM) 9 months Payback Period Bright Machines 1 2 3 $1.3M $1.3M $1.3M 76% lower Cost per Unit Produced Software controlled assembly of DIMM cards and heat sinks in networking equipment Source: Bright Machines management projections: Force [N] 160 140 120 100 80 60 40 20 0 0 Statistical analysis of force feedback data enables another $12 per unit savings due to reduced scrap & rework 10 mean process -1 sigma +1 sigma -2 sigma +2 sigma -3 sigma +3 sigma BM lower limit BM upper limit 20 30 ***** ewen ***** 40 50 60 time [10*ms] 00 * MAPE... 70 www. *** exten 80 Y ******* 90 100 Ⓒ2021 Bright Machines, Inc. 38#32Customer Case Study: Inspection Using Vision & Al Automated sorting of different shaped products into corresponding package -66% units per hour -67% headcount Bright Machines. Synthetic Actual Synthetic data used to train Al solution Ⓒ2021 Bright Machines, Inc.#33Growing the Value per Line 5 Year Expected LTV (Single Production Line) Software Revenue Stacking (s in millions) $0.4 0.1 0 $0.15 Year 1 $0.15 Bright Machines. Year 2 $0.40 Year 3 SW (Assembly Automation) SW (Production Analytics-MF) SW (Production Quality - MF) SW (Premium Service and Maintenance - MF) 50.40 TAWA Source: Bright Machines management projections Year 4 $0.40 SW (Line Production Analytics) SW (Line Production Quality) SW (Production Execution) Year 5 Total Revenue Stacking (s in millions) $4.0 3-0 1.0 Year 1 Year 2 Year 3 HW Revenue (Cumulative) Year 4 SW Revenue (Cumulative) Year 5 Ⓒ2021 Bright Machines, Inc. 30#34Large and Growing Global Addressable Market Bright Machines. -$250bn -$125bn -$50bn -$30bn -$250bn INDUSTRIAL AUTOMATION TAM ~$75bn PRODUCTION EXECUTION SYSTEMS TAM -$20bn PRODUCTION QUALITY TAM -$30bn AUTOMATED ASSEMBLY TAM Source: Consulting study and Bright Machines management estimates. Note: Production execution systems includes manufacturing execution systems (MES), production lifecycle management (PLM) and quality management systems (OMS). Ⓒ2021 Bright Machines, Inc. 34#35A Unique Opportunity Large & Expanding Addressable Market Large and growing TAM, primed for proliferation of next-gen automation Next-gen advanced manufacturing will be guided by a unified architecture that bridges the edge to the cloud Attractive Unit Economics & Financial Profile Attractive financial profile supported by 80% + 5-year revenue growth outlook and 50%+ gross margin by 2025E Bright Machines. Compares favorably to industrial technology and industrial automation software public market companies Source: Bright Machines management projections. Proven Customer Traction Validation from 25+ blue-chip customers, including leading Fortune 500 companies Customer-proven platform with 84% sales CAGR from 2020A to 2025E Sticky Business Model Establish presence through sticky solution model to drive software revenue Customer engagement designed for rapid deployment and scale Deep Technology Moat Proprietary technology platform that increases productivity, product quality and performance Software-defined platform with ongoing addition of applications and services and rapidly growing ARR Experienced Management Team We believe Bright Machines is pioneering the platform for Al-driven advanced manufacturing Proven executives with deep technology and industrial automation expertise Ⓒ2021 Bright Machines, Inc. 33#364 Financial Outlook Bright Machines Ⓒ2021 Bright Machines, Inc. 30#37High Growth Platform with an Improving Margin Profile Summary Forecasted Financials (s in millions) Bright Machines $34 2020A Gross Margin % $54 12% S 2020A-2025E Revenue CAGR +84% $85 29% 2021E 2022E Assembly Automation Revenue $164 40% $317 2024E 2023E Additional Software & Services Revenue 50% $727 Although there will be an overall reduction in revenue related to legacy automation testing professional services and leasing of non-proprietary used manufacturing equipment under the MSSA, this amendment also includes a firm commitment to purchasesso milion per year through May aday of the Company's proprietary products and services. The newestimated lifetime value of the amended MSSA will be approximately 240 million Nether the used manufacturing equipment leasing nor automation testing and engineering professional services is core to the Bright Machines business, 2025E 60%+ -$3,600 -$2,300 -$1,300 2030E Source Bright Machines management projections Note: In 2018, Bright Machines entered into a 5-year Master Services Subscription Agreement (the "MSSA) with Flex for services ranging from hardware leasing to engineering and testing services as well as product purchases. The estimated lifetime value of that contract was approximately $350 milion. Given that business conditions have changed due to the pandemic and that Bright Machines has focused on building software-defined assembly lines and manufacturing software, Bright Machines and Flex have agreed to amend the terms of the MSSA. The agreement will result in * Bright Machines exiting the used SMT hardware leasing business. Flex will make an upfront cash payment of s82 million for the sale of such hardware assets mostly based in China. - Flexwil reduce its commitment to purchase professional automation services by a total of approximately $120 million over the remaining term of the MSSAL - Bright Machines will retire approximately go million shares of their 3.8 million shares of Bright Machines common stock currently aaned by Flex, which is proportionate to Flex's revised commitments under the MSSA Ⓒ2021 Bright Machines, Inc. 34#38Attractive Unit Economics Forecasted Standalone Software Economics(¹) (s in millions) Gross Margin % $6 69% 2022E Bright Machines. $4 71% $20 2023E Software Revenue 72% $82 $59 3024E Software Gross Profit THE A 73% $243 $178 2025E Forecasted Microfactory Economics(¹) (s in millions) Gross Margin % 2020A $36 2021E 9% $64 $6 Although there will be an overall reduction in revenue related to legacy automation testing professional services and leasing of non-proprietary used manufacturing equipment under the MSSA, this amendment also includes a firm commitment to purchase so milion per year through May 20ay of the Company's proprietary products and services. The newestimated lifetime value of the amended MSSA will be approximately sz40 million Nether the used manufacturing equipment leasing nor automation testing and engineering professional services is core to the Bright Machines business Figures exclude revenue and gross profit from Flex service contracts. 2022E Microfactory Revenue 20% $130 $27 2023E 29% $234 $67 2024E Microfactory Gross Profit Source Bright Machines management projections Note: In 2018, Bright Machines entered into a 5-year Master Services Subscription Agreement (the "MSSA") with Flex for services ranging from hardware leasing to engineering and testing services as well as product purchases. The estimated lifetime value of that contract was approximately $350 million. Given that business conditions have changed due to the pandemic and that Bright Machines has focused on building software-defined assembly lines and manufacturing software, Bright Machines and Flex have agreed to amend the terms of the MSSA. The agreement will result in Bright Machines exiting the used SMT hardware leasing business. Flex will make an upfront cash payment of $8.2 million for the sale of such hardware assets mostly based in China. -Flex will reduce its commitment to purchase professional automation services by a total of approximately $120 million over the remaining term of the MSSA. - Bright Machines will retire approximately go million shares of their 4.8 million shares) of Bright Machines common stock currently owned by flex, which is proportionate to Flex's revised commitments under the MSSA. $483 39% $188 2025E Ⓒ2021 Bright Machines, Inc. 35#39Long-Term Outlook Customers nl Revenue Revenue Growth % (YoY) Gross Margin Bright Machines. 2020A -25 $34m 2021E -50 $54m 55% 2022E -85 $85m 59% 12% 2023E -125 $164m 92% 29% 2024E -175 $317m 94% 40% 2025E -225 Although there will be an overall reduction in revenue related to legacy automation testing professional services and leasing of non-proprietary used manufacturing equipment under the MSSA, this amendment also includes a firm commitment to purchase so milion per year through May 20ag of the Company's proprietary products and services. The new estimated lifetime value of the amended MSSA will be approximately saço million Neither the used manufacturing equipment leasing nor automation testing and engineering professional services is core to the Bright Machines business, $727m 129% 50% ↑ 2030E 550+ $3,500m+ 60%+ Source Bright Machines management projection Note: In 2018, Bright Machines entered into a 5-year Master Services Subscription Agreement (the "MSSA") with Flex for services ranging from hardware leasing to engineering and testing services as well as product purchases. The estimated lifetime value of that contract was approximately $350 milion. Given that business conditions have changed due to the pandemic and that Bright Machines has focused on building software-defined assembly lines and manufacturing software, Bright Machines and Flex have agreed to amend the terms of the MSSA. The agreement will result in * Bright Machines exiting the used SMT hardware leasing business. Flex will make an upfront cash payment of s8.2 million for the sale of such hardware assets mostly based in China. -Flex will reduce its commitment to purchase professional automation services by a total of approximately 120 million over the remaining term of the MSSA. Bright Machines will retire approximately go milion shares (of their 24.8 million shares of Bright Machines common stock currently owned by Flex, which is proportionate to Flex's revised commitments under the MSSA Ⓒ2021 Bright Machines, Inc. 36#405 Valuation Framework Bright Machines C Ⓒast Bright Machines, Inc. 37#41Detailed Transaction Overview Transaction Structure Pre-money equity value of $1,100m(¹) Pro forma enterprise value of $1,148m (1.6x 2025E revenue)(¹)(2) $435m gross cash proceeds inclusive of $205m PIPE proceeds and $230m SPAC cash in trust) - - Potential earnout for existing shareholders 23m total additional shares, vesting in three equal tranches Thresholds of $13.75, $18.75 and $23-75 per share¹31 100% of sponsor shares vest at close() Illustrative Sources and Uses + · (s in millions) Sources Existing Shareholders SPAC Cash In Trust) SPAC Founder Shares(4) PIPE Equity Total Sources Existing Shareholders Cash to Balance Sheet¹²) SPAC Promote(4) Estimated Fees & Expenses Total uses Bright Machines. 1:13 121 EBES 14 Amount $1,100 230 58 205 $1,593 $1,100 400 58 35 $1,593 % 69% 14% 4% 13% 100% 69% 25% 4% 2% 100% Illustrative Pro Forma Capitalization (s in millions, except share price) Share Price PF Shares Outstanding(¹) PF Equity Value (-) Assumed PF Net Cash (xs) PF Enterprise Value To Market Illustrative Pro Forma Ownership at Close 4% 1456 O 13% 69% Escudes potential impact of existing shareholder et structure. Under the amendment to the Flex MSSA, the 1,100m equity attributed to costing Bright Machine sh is expected to be allocated among existing Bright Machines shareholders subsequent to the retirement of guam shares of existing Bright Machines common stock curently owned by Flex Assumes no redemptions Carnout wirts upon the common stock trading above the relevant threshold for a trading days of any consecutive jo trading day period prior to the 5th anniversary of closing. Uporithe closing, NLP agreed to acquire from the SCVX founders of the founders shares and oth of the founder ans includes exsting cash on balance sheet of sus million as of March asas antillustrative transaction proceeds from SPWC cashin trust and PIPEinvestors, net offees. $10.00 PIPE Equity 159-3 $1,593 ($445) $1,148 Existing Shareholders (¹) SPAC Shareholders (2) SPAC Founder Shares) Ⓒ2021 Bright Machines, Inc. 38#42Public Comparable Universe for Bright Machines COGNEX Automation Technology BG RA Rockwell Automation Automation Software Oaspentech A AUTODESK AVEVA 3 Bentley ptc Bright Machines HEXAGON KEYENCE PELOTON Category Creators BERKSHIRE GREY Trimble TESLA Recent De-SPACs DI Desktop Metal Uber Markforged High-value, branded IP and products Focus on integrated hardware and software offerings Established players Proven track records of growth Visibility via SaaS models Strong margin profiles Significant re-rating through the cycle Proven track records of growth Industry disruptors Significant first mover advantages Developed scale Brand recognition in respective end-markets. Recent transactions in automation and manufacturing ecosystems Technology-enabled, value-added equipment, services and software Significant multi-year growth through customer penetration and technology adoption Margins in-line with Automation Technology and Automation Software peers, at-scale Ⓒ2021 Bright Machines, Inc. 39#43Revenue Growth (CY 2020A-CY 2022E) Gross Margin (CY 2021E) EBITDA Margin (CY 2021E) Operational Metrics Overview Automation Technology 20A 25E 50% 2025E ag% 2025E Bright Machines. Bright Machines 18% 75% 36% COGNEX 14% (1) (2) 83% 55% KEYENCE 57% 24% Trimble Peer average: 11% Peer median: 9% 8% Peer average: 64% Peer median: 64% 64% Peer average: 35% Peer median: 36% 37% 41% HEXAGON 21% RA Rockwell on Automation Software 29% 2996 AVEVA (31 16% 92% 3496 A AUTODESK 1396 B1% 34% ptc Peer average: 15% Peer median: 13% 12% Peer average: 82% Peer median: 81% 92% 78% 7% Peer average: 37% Peer median: 34% 54% 32% 3 Bentley @aspentech Category Creators(¹) 29% 20A-25E 2025E 19% 2025E Source Company management, public filings and FactSet as of 5/3/2 Revenue growth represents CY 2020A-2025E CAGR and margins represent CY 20a5l margins for Category Creators and Recent De-SPAC Desktop Metal multiples reflect current enterprise value and broker consensus estimates Berkshire Gray and Markforged metrics based on company-forecasted values presented in 5-4 flingi AVEVA metrics not pro forma adjusted for March 2023 05isoft acquisition TESLA Peer average: 29% Peer median: 29% 29% 20A-25E 20A-25E Peer average: 45% Peer median: 48% 65% 22% 2896 2025E 2025E Peer average: 20% Peer median: 20% 2025E Uber 48% 20% 2025E PELOTON Recent De-SPACS(¹)(2) 1216 20A-25E 51% 2025E 26% 2025E Peer average: 91% Peer median: 93% 93% 20A-25E 20A-25E Peer average: 54% Peer median: 51% 48% 25% 59% 2025E 2025E Peer average: 25% Peer median: 25% 2025E BG 62% 2025E Markforged Ⓒ2021 Bright Machines, Inc. 40#44EV / Revenue (CY 2022E) EV / EBITDA (CY 2022E) Valuation Metrics Overview Automation Technology (3) 13.58 (3) 2022E 2025E jybug a 1.5x Bright Machines. (3) NM 2022E 2025E 8.4x Source: tal (2) (al (41 11.1X 30.7x COGNEX 16.7x 29.9x KEYENCE 5.3x 21.4X > Trimble Peer average: 8.9x Peer median: 6.9x 6.9x Peer average: 24.1X Peer median: 21.4X 18.6x 4-3X HEXAGON 39.7x RA Rockwell Automation Software 7.1X 24.0x AVEVA (5) 11.8x 30.6x A AUTODESK Company management, public filings and FactSet as of s/13/1 Multiples based on CY 2025E revenue and EBITDA estimates for Category Creators and Recent De-SPACS. 8.2x Peer average: 10.6x Peer median: 11.8x ptc 24.5% 13,2x Peer average: 28.8x Peer median: 24.8x 40.0x 12.8x 3 Bentley 24.8x @aspentech Category Creators(1) 4.8x 2025E 25/0x Desktop Metal multiples reflect current enterprise value and broker consensus estimates. Berkshire Gray and Markforged enterprise values reflect cument SPAC share price applied to pro forma capital structure reported in 5-filings, and operating metrics reflect company-forecasted estimates publicly disclosed in 5-4 filings Bright Machines' valuation reflects post-money enterprise value and excludes potential impact of existing shareholder earnout structure. "NM" denotes not meaningful due to negative metrics AVEVA metrics not pro forma adjusted for March 2021 Osloft acquisition. Peer average: 3.2x Peer median: 2.7x 2025E TESLA Peer average: 16.2x Peer median: 13.4X 10.00 2025E Uber 13.4% Recent De-SPACs(¹₂) PELOTON 2.9x 3025E 11.2X 2025E 2025E 2025E 2025E 2025E 2025E Peer average: 2.6 Peer median: 2.4x DI 2025€ 2025E Peer average: 10.2x Peer median: 9.8x 9.Bx BERKSHIRE KUMO 9-7X 23 Markforged 2021 Bright Machines, Inc. 41#45Transaction Priced at a Discount to Selected Peer Multiples Implied EV Based on Selected Comparable Companies (s in millions; implied future and discounted EV rounded to the nearest s5m) Implied Future EV Implied multiples EV/ 2022E Revenue EV/2025E Revenue EV/2025E EBITDA Valuation Approach Bright Machines. H -$8,720 -$5,810 Midpoint represents 533% upside to transaction value Implied Discounted EV 68.4x-102.6x 8.ox-12.0x Midpoint represents 205% upside to transaction value -$4,205 -$2,800 Transaction Value Source Bright Machines management projections Note Bright Machines' valuation reflects post-money enterprise value and excludes potential impact of existing shareholder enout structure Assumes a 20% discount rate; based on midpoint of impled future enterprise value of $7,65m. Implied Post-Money EV 13.58 42.5X63.8x 3.9x-5.8x 20,5×-30.8x 1.6x 42,5X-63.8x 8.4% Using a future valuation of date of 12/31/2024, Bright Machines is valued by applying 2025E revenue of $727m to an EV/NTM revenue multiple range of 8.0x-12.0x based on peer multiples, which results in an implied midpoint future value of $7,265m Bright Machines' implied future EV is then discounted 20% over a 4-year period to arrive at an implied present value of -$3,505m²) Transaction priced at additional discount $1,148 Ⓒ2021 Bright Machines, Inc. 42#460 Appendix Bright Machines Danza Bright Muchines, Inc.#47Summary Forecasted Financials Bright Machines. ($ in milllions) Assembly automation Additional software & services Total revenue % growth Cost of goods sold Gross profit % margin Research & development Sales & marketing General & administrative Total operating expenses EBITDA % margin 2020A $9 26 $34 (35) ($1) (2%) ($24) (9) (12) ($45) ($40) (115%) 2021E $36 18 $54 55% (58) ($4) (8%) ($30) (14) (17) ($61) ($63) (118%) 2022E $64 21 $85 59% (75) $10 12% ($43) (23) (19) ($85) ($73) (86%) 2023E $130 33 $164 92% (117) $47 29% ($52) (28) (26) ($106) ($57) (35%) 2024E $234 82 $317 94% Although there will be an overall reduction in revenue related to legacy automation testing professional services and leasing of non-proprietary used manufacturing equipment under the MSSA, this amendment also includes a firm commitment to purchase o milion per year through May aday of the Company's proprietary products and services. The new estimated lifetime value of the amended MSSA will be approximately sayo million Neither the used manufacturing equipment leasing nor automation testing and engineering professional services is core to the Bright Machines business, (190) $126 40% (563) (48) (37) ($148) ($19) (6%) 2025E $483 243 $727 129% (361) $366 50% ($74) (109) (50) ($232) $137 19% Source Bright Machines management projection Note: In 2018, Bright Machines entered into a 5-year Master Services Subscription Agreement (the "MSSA") with Flex for services ranging from hardware leasing to engineering and testing services as well as product purchases. The estimated lifetime value of that contract was approximately $350 million. Given that business conditions have changed due to the pandemic and that Bright Machines has focused on building software-defined assembly lines and manufacturing software, Bright Machines and Flex have agreed to amend the terms of the MSSA. The agreement will result in Bright Machines exiting the used SMT hardware leasing business. Flex will make an upfront cash payment of s8.2 million for the sale of such hardware assets mostly based in China. -Flexwil reduce its commitment to purchase professional automation services by a total of approximately 120 million over the remaining term of the MSSA. - Bright Machines will retire approximately go million shares of their s4.8 million shares) of Bright Machines common stock currently owned by Flex, which is proportionate to Flex's revised commitments under the MSSA Ⓒ2021 Bright Machines, Inc. 44#48Full Scale Digital Manufacturing Platform PROTOTYPE Production Execution Cloud-native integrations Leverage legacy assets Supply chain optimization Inf Production Analytics & Quality IQC, IPQC, OOC 100% inspection Defect prediction Automated Assembly Fully decoupled hardware and software for faster deployment Reduced dependency on specialists Bright Machines IⒸ butung hepervet K D' Clan 8 01 E 75 MASS PRODUCTION ALLLO C 19 DE MAR ****** 10 or JULLO TEME Ⓒ2021 Bright Machines, Inc. 45#49Sustainable Competitive Advantage Bright Machines. Vertical Al algorithms Bright Machines' algorithms are process-specific Continuous improvement through Bright Machines' data Broad Ecosystem Support Bright Machines' systems seamlessly connect to external IT stacks, data pools and other devices Semantic Data Model Proprietary processes and data Continuous optimization through Bright Machines' generated data Cloud and Edge Native Bright Machines' platforms manage end-to-end workflows in cloud or edge manufacturing environments Ⓒ2021 Bright Machines, Inc. 46#50Customer Case Study: Leveraging Data Bright Machines. CH26C172. From over 3% Final Yield Loss... ...To Less than 0.5% with Bright Machines Predictable inspected deliveries to the data center using machine learning and real-time process feedback Higher ROI by optimizing the amount of product required for testing Hourly flexibility between manual and automated operations creating a dynamic build schedule Ⓒ2021 Bright Machines, Inc.#51Extensive Portfolio of Intellectual Property Bright Machines' patent portfolio is comprised of 36 US innovations that have been filed under various patent applications. The filed innovations can be broadly categorized as follows: 16 Components, tooling and processes for improved automation and quality 7 Automation (process & workflow) 5 Material feeding 4 Test & inspection (HW, SW, AI, ML, processes) 3 Electronic components design & manufacturing 1 Robotics (End of arm (EOA), perception, planning) Bright Machines. Material feeding 14% Automation (process & workflow) 19% Test & inspection (HW, SW, AI, ML, processes) 11% Electronic components design & manufacturing 8% Robotics (EOA, perception, planning) 3% Components, tooling and processes for improved automation and quality 45% Ⓒ2021 Bright Machines, Inc. 48#52Expand into New Solutions and Verticals Drive Automated Assembly Growth Launch Al-Based Manufacturing Analytics & Quality Application Launch Production Execution Software Suite Expand Product and Market Reach through M&A Bright Machines Expand from 25 to 225+ customers • Drive penetration with automated assembly across global manufacturing • Increase microfactory capabilities # Upsell automation software platform to OEMs & CMs • Upsell Al-driven software to Tier 1 OEMs Upsell applications and tools for managing all aspects of manufacturing to OEMs 4 MES, QMS, Material Management, Production Planning domains • Penetrate new customer segments & markets Ⓒ2021 Bright Machines, Inc. 49#53Risk Factors Risks Related to Our Maturity and Financial Position We are an early-stage company with a history of losses. We have not been profitable historically and may not achieve or maintain profitability or positive cash flow in the future. ** Our limited operating history makes evaluating our current business and future prospects difficult and may increase the risk of your investment. Our operating results and financial condition may fluctuate from period to period. We may require additional capital to support business growth, and this capital might not be available on acceptable terms, if at all. Risks Related to Our Operations, Our Business, Our Industry and the Economy We have generated the majority of our revenues to date from the sale of a single solution. We may experience significant delays in the design, production and launch of our software for production quality, analytics and manufacturing execution systems, and we may be unable to successfully commercialize these products and services within our planned timelines. # . # - . - - + . . - If demand for our solutions does not grow as expected, or if market adoption of software driven manufacturing does not continue to develop, or develops more slowly than expected, our revenues may stagnate or decline, and our business may be adversely affected. Our customers face numerous competitive challenges, which may materially adversely affect their business and ours. We compete with numerous other industrial automation providers, manufacturing software providers and others. Industry consolidation could result in more powerful competitors and fewer customers. We may not be able to retain or replace key employees responsible for our engineering and technological expertise. A significant percentage of our sales comes from products and services that we provide to a small number of customers and a decline in sales to any of these customers or our inability to expand our customer base could adversely affect our business. We anticipate that we will cease our professional services offering in the near future, which may adversely affect our business. Bright Machines. Ⓒ2021 Bright Machines, Inc.#54Risk Factors (cont'd) Risks Related to Our Operations, Our Business, Our Industry and the Economy (cont'd) If we are unable to retain our existing customers or attract new customers, our business, financial condition or results of operations could suffer. Our margins and profitability and scalability may be adversely affected due to change orders and costs associated with deployment of our solutions. A breach of confidentiality obligations may cause us to incur significant legal and financial exposure. We may not achieve expected profitability, technological advantages or intellectual property value from our acquisitions. · * + . . + . # + . We may not meet regulatory quality standards applicable to our manufacturing and quality processes, and may not obtain required safety or other certifications for our machines or software, which could have an adverse effect on our business, financial condition or results of operations. Our goodwill and identifiable intangible assets could become impaired, which could reduce the value of our assets and reduce our net income in the year in which the write-off occurs. We expect to derive an increasing portion of our revenues from international customers and operations, which may be subject to a number of different risks and often require more management time and expense than domestic operations. Our business model is predicated, in part, on building a customer base that will generate a recurring stream of revenues through the sale of our subscription software and service contracts. If that recurring stream of revenues does not develop as expected, or if our business model changes as the industry evolves, our operating results may be adversely affected. Introducing new business models or programs requiring implementation of new competencies, such as development and marketing of new process technologies, solutions, products, software or services, could adversely affect our operations and financial results. Our cloud strategy and Software as a Service offerings ("SaaS") may not be successful. Our business success depends on attracting, developing and retaining highly qualified personnel. Our failure to successfully manage the transition between our new products and our older products may adversely affect our financial results. We have entered into, or may enter into, agreements with various parties for certain business operations. Any difficulties we experience in these arrangements could result in additional expense, interruption of our services, a failure in the roll-out of new technology or a delay in installment of new solutions at customer facilities. Bright Machines. Ⓒ2021 Bright Machines, Inc. 51#55Risk Factors (cont'd) Risks Related to Our Operations, Our Business, Our Industry and the Economy (cont'd) If we are unable to develop and maintain successful relationships with channel partners, our business, operating results and financial condition could be adversely affected. • i + H . i If we are not able to effectively grow our global sales and marketing organization, or maintain or grow an effective network of distributors and software value-added resellers and integrators, our business prospects, results of operations and financial condition could be severely affected. - If we do not manage our growth effectively or fail to grow our business as anticipated, our results of operations, cash flows and profitability, including our net sales, gross margin and operating margin, could be materially adversely affected. If we grow as anticipated but fail to manage our growth and expand our operations accordingly, our business may be harmed and our results of operation may suffer. Our current chief financial officer will be leaving the company following this offering. Although he has expressed his intention to remain with Bright Machines until his successor has been hired, we cannot assure that the transition to a new chief financial officer will not have an adverse effect on Bright Machines. Risks Related to Our Intellectual Property and Technology Intellectual property infringement claims of others and the inability to protect our intellectual property rights could harm our business and our customers. The success of certain of our activities depends on our ability to protect our intellectual property rights, claims of infringement or misuse of intellectual property and/or breach of license agreement provisions against our customers or us could harm our business, If we fail to adapt and respond effectively to rapidly changing technology, evolving industry standards and changing customer needs or requirements, our solutions may become less competitive. We depend on third-party data hosting and transmission services. Increases in cost, interruptions in service, latency, or poor service from our third-party data center providers could impair the delivery of our services. This could result in customer dissatisfaction, damage to our reputation, loss of customers, limited growth, and reduction in revenue. We may not be able to obtain patent protection or otherwise adequately protect or enforce our intellectual property rights, which could impair our competitive position. We rely on licenses to use the intellectual property rights of third parties which are incorporated into our services. Failure to renew or expand existing licenses may require us to modify, limit or discontinue certain offerings, which could materially affect our business, financial condition and results of operations. Bright Machines. Ⓒ2021 Bright Machines, Inc.#56Risk Factors (cont'd) Risks Related to Our Intellectual Property and Technology (cont'd) Increased information technology (IT) security threats and more sophisticated cyberattacks could pose a risk to our systems, networks, products, solutions and services. . + + We may be subject to damages resulting from claims that we or our employees have wrongfully used or disclosed alleged trade secrets of customers, suppliers and our employees' former employers. Risks Related to Being a Public Company . - . + Our software is highly complex and may contain undetected errors. Any such errors could impair our systems and negatively impact our business and results of operations. " Our management team has limited experience managing a public company. We will incur increased costs as a result of operating as a public company, and our management will be required to devote substantial time to new compliance initiatives and corporate governance practices. If securities or industry analysts do not publish research or reports about our business, if they adversely change their recommendations regarding our shares or if our results of operations do not meet their expectations, our share price and trading volume could decline. As a public company, we will become subject to additional laws, regulations and stock exchange listing standards, which will impose additional costs on us and may strain our resources and divert our management's attention. If we fail to maintain an effective system of disclosure controls and internal control over financial reporting, our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired. Our business, financial condition, and results of operations may fluctuate on a quarterly and annual basis, which may result in a decline in our stock price if such fluctuations result in a failure to meet the expectations of securities analysts or investors. Changes in financial accounting standards or policies have affected, and in the future may affect, our reported financial condition or results of operations. The combined company may be subject to securities litigation, which is expensive and could divert management's attention. Bright Machines. Ⓒ2021 Bright Machines, Inc. 53#57Risk Factors (cont'd) Risks Related to Laws and Regulations New legislative and regulatory actions could adversely affect our business. Claims from taxing authorities could have an adverse effect on our income tax expense and financial condition. We are subject to risks relating to litigation and regulatory investigations and proceedings, which may have a material adverse effect on our business. Failure to comply with domestic or international employment and related laws could result in the payment of significant damages, which would reduce our net income. Future changes in the regulations and laws of the United States, or those of the international markets in which we do business, could harm our business. Failure to comply with anti-bribery, anti-corruption, and anti-money laundering laws could subject us to penalties and other adverse consequences. Our failure to comply with environmental laws could adversely affect our business. Social and environmental responsibility policies and provisions may be difficult to comply with and may impose costs on us. We may become involved in legal and regulatory proceedings and commercial or contractual disputes, which could have a material adverse effect on our profitability and consolidated financial position. · - + . . . - * + - We are subject to, and must remain in compliance with, numerous laws and governmental regulations concerning the manufacturing, use, distribution and sale of our products. Some of our customers also require that we comply with their own unique requirements relating to these matters. # Failures, or perceived failures, to comply with privacy, data protection, and information security requirements in the variety of jurisdictions in which we operate may adversely impact our business, and such legal requirements are evolving, uncertain and may require improvements in, or changes to, our policies and operations. General Risks We face the potential harms of natural disasters, pandemics, including the COVID-19 pandemic, acts of war, terrorism, international conflicts or other disruptions to our operations, the duration and severity of which are highly uncertain and difficult to predict. We may require additional capital to support growth, and such capital might not be available on terms acceptable to us, if at all. This could hamper our growth and adversely affect our business. Bright Machines. Ⓒ2021 Bright Machines, Inc. $4#58Risk Factors (cont'd) General Risks (cont'd) Weak global economic conditions, geopolitical uncertainty and instability in financial markets may adversely affect our business, results of operations, financial condition, and access to capital markets. Our business could be impacted as a result of actions by activist stockholders. If our estimates or judgments relating to our critical accounting policies prove to be incorrect or financial reporting standards or interpretations change, our operating results could be adversely affected. Financial Risks * # • Our amount of debt could significantly increase in the future. An adverse change in the interest rates for our borrowings could adversely affect our financial condition. We are subject to risks of currency fluctuations and related hedging operations. An impairment in the value of our assets would reduce the value of our assets and reduce our net income in the year in which the write-off occurs. Risks Related to the Business Combination - * + . * Directors of SCVX Corp, have potential conflicts of interest in recommending that SCVX Corp.'s stockholders vote in favor of approval of the Merger Agreement and the transactions contemplated thereby, including the Merger (the Merger and such other transactions, collectively, the "Business Combination"), and approval of the other proposals to be described in the proxy statement/prospectus. If the benefits of the Business Combination do not meet the expectations of investors or securities analysts, the market price of SCVX Corp.'s securities may decline, The combined company's historical unaudited pro forma condensed combined financial information may not be representative of our results after the Business Combination. The Business Combination is subject to conditions, including certain conditions that may not be satisfied on a timely basis, if at all. Bright Machines. Ⓒ2021 Bright Machines, Inc. 55#59Risk Factors (cont'd) Risks Related to the Business Combination (cont'd) The Sponsor and the PIPE Investors will beneficially own a significant equity interest in the combined company and may take actions that conflict with your interests. We may be forced to close the Business Combination even if we determine it is no longer in our stockholders' best interests. SCVX Corp. and Bright Machines will incur significant transaction and transition costs in connection with the Business Combination. The announcement of the proposed Business Combination could disrupt Bright Machines' relationships with its existing customers, suppliers, business partners and others, as well as its operating results and business generally. * . - + + Subsequent to the completion of the Business Combination, the combined company may be required to take write-downs or write-offs, restructuring and impairment or other charges that could have a significant negative effect on its financial condition and its share price, which could cause you to lose some or all of your investment. Provisions in our charter documents and under Delaware law could make an acquisition of our company more difficult, limit attempts by our stockholders to replace or remove our current management, limit our stockholders' ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or employees, and limit the market price of our common stock. Future resales of common stock after the consummation of the Business Combination may cause the market price of our securities to drop significantly, even if our business is doing well. Certain insiders may elect to purchase shares from public stockholders prior to the consummation of the Business Combination, which may influence the vote on the Business Combination and reduce the public "float" of our securities. Bright Machines. Ⓒ2021 Bright Machines, Inc.