Embark SPAC Presentation Deck

Made public by

sourced by PitchSend

13 of 50

Creator

Embark logo
Embark

Category

Technology

Published

June 2021

Slides

Transcriptions

#1EMBARK NORTHERN GENESIS II INVESTOR PRESENTATION June 2021 THE W17870 XP20294 W17690 YP09006 CREONTLINED YP02815#2Disclaimer This confidential presentation (the "presentation") is being delivered to you by Embark Trucks, Inc. ("Embark") and Northern Genesis Acquisition Corp. II ("SPAC" or "Northern Genesis II") in connection with its potential business combination of Embark and SPAC and the offering of the securities of the post-business combination company ("Combined Co") in a private placement (the "Transaction"). This presentation is for information purposes only and is being provided to you solely in your capacity as a potential investor in considering an investment in Embark or Combined Co. Any reproduction or distribution of this presentation, in whole or in part, or the disclosure of its contents, without the prior consent of Embark is prohibited. By accepting this presentation, each recipient and its directors, partners, officers, employees, attorney(s), agents and representatives (collectively, the "recipient") agrees: (i) to maintain the confidentiality of all information that is contained in this presentation and not already in the public domain; and (ii) to return or destroy all copies of this presentation or portions thereof in its possession following the request for the return or destruction of such copies. This presentation and any oral statements made in connection with this presentation shall neither constitute an offer to sell nor the solicitation of an offer to buy any securities, or the solicitation of any proxy, vote, consent or approval in any jurisdiction in connection with the proposed business combination, nor shall there be any sale of securities in any jurisdiction in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. This communication is restricted by law; it is not intended for distribution to, or use by any person in, any jurisdiction where such distribution or use would be contrary to local law or regulation. No Representations and Warranties This presentation is for informational purposes only and does not purport to contain all of the information that may be required to evaluate a possible investment decision with respect to Embark or Combined Co. The recipient agrees and acknowledges that this presentation is not intended to form the basis of any investment decision by the recipient and does not constitute financial investment, tax or legal advice. No representation or warranty, express or implied, is or will be given by Embark, SPAC or any of their respective affiliates, directors, officers, employees or advisers or any other person as to the accuracy or completeness of the information (including as to the accuracy, completeness or reasonableness of statements, estimates, targets, projections, assumptions or judgments) in this presentation or in any other written, oral or other communications transmitted or otherwise made available to any party in the course of its evaluation of a possible transaction and no responsibility or liability whatsoever is accepted for the accuracy or sufficiency thereof or for any errors, omissions or misstatements, negligent or otherwise, relating thereto. The recipient also acknowledges and agrees that the information contained in this presentation is preliminary in nature and is subject to change, and any such changes may be material. Embark and SPAC disclaim any duty to update the information contained in this presentation. Forward-Looking Statements This presentation includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Embark's and Combined Co's actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, Embark's and SPAC's expectations with respect to future performance. These forward-looking statements also involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Factors that may cause such differences include, but are not limited to: (1) the outcome of any legal proceedings that may be instituted in connection with any proposed business combination; (2) the inability to complete any proposed business combination; (3) delays in obtaining, adverse conditions contained in, or the inability to obtain necessary regulatory approvals or complete regulatory reviews required to complete any business combination; (4) the risk that any proposed business combination disrupts current plans and operations; (5) the inability to recognize the anticipated benefits of any 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 key employees; (6) costs related to the any proposed business combination; (7) changes in the applicable laws or regulations; (8) the possibility that Embark or Combined Co may be adversely affected by other economic, business, and/or competitive factors; (9) the impact of the global COVID-19 pandemic; and (10) other risks and uncertainties separately provided to you and indicated from time to time described in filings and potential filings by Embark, SPAC and Combined Co with the U.S. Securities and Exchange Commission. Embark and SPAC caution that the foregoing list of factors is not exclusive and not to place undue reliance upon any forward-looking statements, including projections, which speak only as of the date made. Embark and SPAC undertake no obligation to and accepts no obligation to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. Industry, Market Data and Partnerships In this presentation, Embark and SPAC rely on and refers to certain information and statistics regarding the markets and industries in which Embark competes. Such information and statistics are based on management's estimates and/or obtained from third-party sources, including reports by market research firms and company filings. While Embark and SPAC believe such third-party information is reliable, there can be no assurance as to the accuracy or completeness of the indicated information. Embark and SPAC have not independently verified the accuracy or completeness of the information provided by the third-party sources. This Presentation contains descriptions of certain key business partnerships with Embark. These descriptions are based on the Embark management team's discussion with such counterparties, certain non-binding written agreements and the latest available information and estimates as of the date of this Presentation. These descriptions are subject to negotiation and execution of definitive agreements with certain of such counterparties which have not been completed as of the date of this Presentation. Trademarks This presentation may contain trademarks, service marks, trade names and copyrights of other companies, which are the property of their respective owners, and Embark's and SPAC's use thereof does not imply an affiliation with, or endorsement by, the owners of such trademarks, service marks, trade names and copyrights. Solely for convenience, some of the trademarks, service marks, trade names and copyrights referred to in this presentation may be listed without the TM, O or Ⓡ symbols, but Embark, SPAC and their affiliates will assert, to the fullest extent under applicable law, the rights of the applicable owners, if any, to these trademarks, service marks, trade names and copyrights. Projections The presentation contains projected financial information with respect to the combined business of Embark and SPAC, including revenue and gross profit for 2024-2027. Such projected financial information constitutes forward-looking information, is for illustrative purposes only and should not be relied upon as being necessarily indicative of future results. The assumptions and estimates underlying such projected financial information are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the projected financial information. See "Forward Looking Statements" paragraph above. Actual results may differ materially from the results contemplated by the projected financial information contained in the presentation, and the inclusion of such information in the presentation should not be regarded as a representation by Embark or SPAC that the results reflected in such projections will be achieved. The auditors of Embark have not audited, reviewed, compiled, or performed any procedures with respect to the projections for the purpose of their inclusion in the presentation, and, accordingly, have not expressed an opinion or provided any other form of assurance with respect thereto for the purpose of the presentation. Private Placement The securities to which this presentation relates have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any other jurisdiction. This presentation relates to securities that Embark would intend to offer in reliance on exemptions from the registration requirements of the Securities Act and other applicable laws. These exemptions apply to offers and sales of securities that do not involve a public offering. The securities have not been approved or recommended by any federal, state or foreign securities authorities, nor have any of these authorities passed upon the merits of this offering or determined that this presentation is accurate or complete. Any representation to the contrary is a criminal offense. "1 NORTHERN GENESIS II 2 ܢܘ#3DEN arden Labs Founder and CEO With Extensive Robotics Experience... Robotics World Champion Built first self- driving vehicle in Canada YCombinator W16 Thiel Fellow Built 11 Robotics Platforms ... And a Powerful Vision for the Future 1. To build a world where consumers pay less for the things they need, drivers stay closer to the homes they cherish, and roads are safer for the people we love." 3#4Today's Presenters Alex Rodrigues Co-Founder and CEO of Embark W NORTHERN GENESIS II Richard Hawwa CFO of Embark W17870 lan Robertson Director and CEO of NG II Hoitola Air#5Northern Genesis Acquisition Corp. II Equipped to Help Accelerate Embark's Growth Northern Genesis II Overview Northern Genesis Acquisition Corp. II ("NGII") is an NYSE listed SPAC that priced its $414M IPO on 1/12/2021 ● ● An "operator-backed" SPAC whose management team founded and built Algonquin Power & Utilities Corp to a $12B NYSE listed renewable energy and utility company included in the TSX60 index ● NGII's management team has significant experience in relevant areas: • Energy industry disruption through renewable power generation Deep understanding of infrastructure and logistics Participation in the mobility evolution through Lion Electric electric vehicles The Lion Electric Transaction was Well Received ● Center of truck and bus fleet electrification movement Six million miles driven by 300 all-electric fleet Proprietary technology created from 10 years of R&D 11 NORTHERN GENESIS II 350% 290% 230% 170% 110% 50% (10%) Aug-20 Oct-20 Nov-20 Jan-21 Mar-21 Apr-21 Source: Bloomberg (1) Across equity, debt and preferred share transactions over period of management tenure at AQN and Riverstone (2) Over 05/06/2021 (Lion Electric closing date) from 8/17/2020 (pricing date) and includes a 1/2 warrant Northern Genesis II - Embark Transaction Industry disrupting cost savings and proven technology combine to make Embark a tangible, executable business proposition ● ● ● Embark story brings strong ESG alignment with: • Environmental benefits from improved fuel economy Social benefits of safer roads for the travelling public and Improved driver working conditions $414M in trust to be augmented by $200M PIPE supported by: Follow-on investments from Sequoia Capital and Tiger Global ● Participation by Northern Genesis management group ● · Significant commitment from KnightSwift - nation's largest trucking carrier NGA +86(2) "It's not just a question of price or speed to market, the people you will partner with are essential... When lan called I already knew who he was because of what he had done [with Algonquin]. I was speaking with another entrepreneur who had previously gone public with his company and brought it to a market value of over $10 billion." Marc Bedard (Lion Electric CEO) ✪ THE LION ELECTRIC CO LO 5#6EMBARK Overview#7EMBARK is an AV SaaS Company Focused on Trucking Embark's Business Model Offers Meaningful Operational Savings and Collaborates Rather than Competes with Carriers Embark partners with carriers (and private fleets), who pay a per-mile subscription fee for Embark's software Carriers purchase trucks equipped with compatible hardware directly from truck manufacturers Self-driving between highway- adjacent points on Embark coverage map W1 NORTHERN GENESIS II Guardian - Embark's cloud-based dispatch and monitoring solution - provides seamless oversight and integration for carriers Platform-agnostic Embark Universal Interface (EUI) technology makes it easy for OEMs to provide compatible hardware as a factory option Moving freight today on proof of concept fleet (with safety drivers). Targeting driver-out in 2023 and commercial scale in 2024 53#8EMBARK is the Longest-Running Self Driving Truck Program (1) NORTHERN GENESIS II (1) Based on regular road-testing of self-driving truck technology on public roads in America 2016 2017 2018 2019 2020 Today Founded Coast-to-Coast Industry First Completed the first autonomous truck coast-to-coast drive Execution First to bring shipper and carrier together to execute transfer point operation Industry First 100,000 Miles Crossed 100,000 miles L.A. to Phoenix Completed first fully autonomous run from L.A. to Phoenix with 0 interventions Transfer Point Industry First Opened the world's first transfer point in Los Angeles & Phoenix Fortune 500 Moving freight for Fortune 500 companies Embark Guardian Built Embark Guardian as an important step towards commercialization Embark Partner Development Program Launched Partner Program with HP, AB InBev, Werner + 2 more top 25 truckload carriers Carrier Network Assessments Conducted network assessment for 8 Fortune 500 companies to plan the conversion of billions in existing freight to autonomous Y Combinator DC Data >C Collective PE SEQUOIA TIGERGLOBAL NORTHERN GENESIS II 8#9EMBARK's Deep Team Has Industry Leading Experience Business Leaders Engineering Leaders Alex Rodrigues Richard Hawwa Co-Founder & CEO Sid Venkatesan CLO "1 NORTHERN GENESIS II CFO Payal Maheshwari People UNIVERSITY OF WATERLOO Citi Google THE WITH HOUSE ANG Mike Reid Jonny Morris Public Policy NASA COO Matthew Ocko Co-Managing Partner amazon DC Data PC Collective Brandon Moak Co-Founder & CTO Grady Williams Vision Map Fusion Somudro Gupta Head of Autonomous Vehicle Engineering Infineon Erik Ward Motion Planning and Prediction Ford Guided by World-Class Team of Directors voyage Patrick Grady Partner, Head of U.S. Growth Investing Ajith Dasari Head of Hardware Platform Engineering SEQUOIA Kamil Saigol Trajectory Generation ZOOX Uber ATG Gilbran Alvarez Machine Learning and Perception David Devore Mechanical Engineering Elaine Chao Former Secretary of Transportation Former Secretary of Labor Mark Liu Behavior Planning SCANIA LOCKHEED MARTIN U.S. Department of Transportation Hing Wong Systems Engineering A cruise 9#10EMBARK is Focused on Building the Best Self-Driving Software High-Level Architecture "1 NORTHERN GENESIS II Sensors Cameras LIDARS Radars Active Learning Detection Deep Learning Segmentation Deep Learning Bounding Boxes Map Localization Fusion Object Fusion Vision Map Fusion Prediction/Behavior Planning Prediction and Planning Trajectory Planning Control Trajectory Generation Control Truck Interface Throttle Steering Wheel Brakes 10#11Proprietary Active Learning System Drives Rapid Improvements Using Real World Situations To Rapidly Improve Performance 1000 Dahil "1 NORTHERN GENESIS II 1250 Edge Cases Irregular Objects pie 100 200 Irregular Conditions 100 800 1000 1750 what c Extremely ca Somewhat Uncertan ● ● Valuable Data Active Learning Model Training Selection Engine Deployed Model / Data Gathering Finding and solving edge cases is critical to the deployment of safe self-driving Our Active Learning pipeline is fed by uploading fleet data to our cloud-based selection engine The selection engine identifies edge cases by uniformly sampling and analyzing detection uncertainty for object existence, class and position across multiple permutations of the deployed model, culminating with a rank order of relative data value With the most valuable data automatically identified, we can focus our labeling and training efforts to provide the quickest, most effective feedback loop for the Embark Driver – resulting in constantly improving performance 11#12Vision Map Fusion & Scene Understanding Enable Robustness Moving Beyond Brittle, Map-Centric Approaches Vision Map Fusion Using proprietary techniques, Vision Map Fusion uses a non-linear optimization approach to fuse local vehicle poses with global map geometry in real-time, enabling on-the-fly map corrections Making map corrections in real-time allows for dramatically improved accuracy and robustness of near-field lane geometry estimation, while also unifying the corrected near-field topology with the far- field map to create a static scene used in downstream operations Our approach is designed to be less map reliant and more capable of handling the constantly changing road environment By correcting map errors on the fly, Vision Map Fusion can facilitate safer, more scalable, and more efficient operations compared to alternative map-centric approaches W NORTHERN GENESIS II Grady Williams ● PhD Robotics from Georgia Tech Creator of MPPI (Model Predictive Path Integral) algorithm Widely cited in vehicle control, robotics and other research 12#13Interactive Planning with Data Driven Predictions 60 Second, Interaction-Aware Prediction Horizon Unlocks Optimal Behavior in Challenging Driving Scenarios Intelligent Adaptive Prediction Data driven modeling enables the Embark Driver to predict the actions of other road users Each new observation of a road user improves the system's ability to predict that road user's intent Allowing the Embark Driver to understand if a vehicle intends to yield the right-of-way or close an identified gap Simulating Up To 1200 Scenarios Each Second Each scenario simulates the actions and interactions of the truck and other relevant vehicles in the environment Based on the observed and predicted actions of the other road users The Embark Driver generates a 60 second planning horizon, analyzing relevant actors and available trajectories • ● ● W NORTHERN GENESIS II The plan best fitting multiple criteria including safety, comfort, and route preference is selected and is intended to match a human driver under challenging circumstances Erik Ward PhD Research on Interaction Aware Planning for Self-Driving KTH Royal Institute of Technology Scania Self-Driving Truck Research ● ● ● 1600 1400 1200 1000 800 600 400 200 0 4 Bird's eye view Node: 148, t: 20.6, cst: 49.21 2 0 -1 95 Meters -2 26 24 22 20 18 16 14 2000 1800 1600 1400 1200 1000 800 600 400 200 0 U 10 EGO (-99) o id: 1121446 o id: 1122367 o id: 1121658 10 20 20 Speed profiles 30 30 Travel profiles (selected) 40 40 50 60 13 70 60 80 the#1411 NORTHERN GENESIS II 103225 Our Emphasis on Safety Embark Has Driven More Miles Without a DOT Reportable Incident Than Any Other Self-Driving Truck Player(¹) ● ● Software ODD driven requirements development Comprehensive testing ● Unit tests Scenario-based simulation Closed-course Monitored on-road (1) Based on the latest data reported to FMCSA. Hardware Truck-centric hazard analysis Exhaustive benchtop and integrated on-road testing Over 1 million real- world miles driven without a DOT reportable safety incident Operational Highly trained team performing all testing Continuous fleet monitoring Strict field safety incident response protocols 14#15EMBARK 's Technology is Expected to Drive Significant Value for Carriers Three Factors Driving Carrier Adoption 1 Expected to Provide Compelling Economics for Carriers(1) Illustrative AV Adoption Revenue "1 NORTHERN GENESIS II Operating Margin Operating Profit 0% $179M 10% $18M 20% $285M 14% $39M 117% ↑ Up to 2x Carrier Profit Margin on AV miles ~3x Annual Revenue Per Truck via 24/7 operation Increase Truck Utilization, Decrease Payback Period 50% $442M 19% $85M 375% 2 Expected to Improve Competitiveness for Shippers ● Improved Sustainability: Up to a 10% increase in fuel efficiency per mile, driving a reduction in carbon emissions due to better speed management, supporting Carrier and Shipper sustainability objectives Increased Delivery Speed: Doubling of daily range from 500 to 1,000 miles, reducing delivery time by 40% (²) Improved Safety: Autonomous driving directly addresses the 5K deaths, 151K injuries and the enormous value of damaged cargo attributable to human error(3) 3 Expected to Alleviate Driver Shortage Current driver shortage is 60K and expected to rise to 160K by 2028, leaving 1,000s of trucks "against the fences" at large carriers Expected to improve quality of life for drivers by being home every night Source: ATA. (1) Calculations assume a 1000 truck fleet converts a percentage of manual trucks to Embark autonomous trucks, capturing the improved utilization and margins provided by Embark trucks. Calculations also assume direct to customer operating model using ATRI per-mile economics (2) Calculation based on assumption of 22 hour driving day vs. 10 hour human driver day (3) Estimates based on data from May 2006 Presentation by US DOT FMCSA from its Large Truck Causation Study 15#16Partners are investing to prepare their businesses to scale Embark autonomous trucks NORTHERN GENESIS II Top Shippers and Carriers are Partnering with Embark ABInBev hp Embark is working with shippers and carriers to analyze their nationwide freight networks at a lane level and develop detailed rollout plans for converting portions of these networks to autonomous Vancouver Washington Oragon Idaho. wada Montana Utah Arizona San Diegt Phoenix Wyoming Cerbra Mexica North Dakota South Dakota United States Oktat Texas Monterrey Minnesota Yow Wisconsin MISSO Houston too ara Mississippi Michigan Gulf of Mexico Teness th Carolina DWESS Y Attent Ge gia Ottawa KKNIGHT TRANSPORTATION New York Bosto SWIFT TRANSPORTATICON WERNER ENTERPRISES Embark is hauling with carriers and shippers to refine operations today, paving the way for partners to quickly, safely and effectively scale autonomous trucking ESILLA ALLEY RANSPORTATION Embark is working closely with carriers today to define business model details such as dispatching, monitoring, maintenance, liability and transfer hub availability, resulting in a clear path to scale MONTANA COLORADO NORTH CAROTA Bison TRANSPORT UNITED STATES 6td WA 16#17Market Dynamics Why We Think Being Platform-Agnostic is Important ● ● Aligned with the reality that most major carriers run mixed fleets Nearly 90% of top 25 carriers run 2+ OEMs and ~50% run 3+ OEMs Carriers are the ultimate decision makers on component selection Component OEMs multi-source parts from several suppliers to provide a menu to Carrier Supplier Supplier 1 2 Supplier 3 W NORTHERN GENESIS II Supplier 4 OEM 1 OEM 2 Carrier multi-sources from several OEMs Carrier selects components from each OEM menu Carrier is the ultimate decision maker Carrier M We currently purchase trucks from multiple OEMs and plan to continue this strategy to optimize the experience for our drivers and meet our Total Cost of Ownership objectives. Embark's investment to integrate its autonomous driving system with the major OEMs will allow us to test and deploy autonomous trucking capabilities without introducing a new OEM into our fleet for that sole purpose. " Trevor Fridfinnson Chief Operating Officer at Bison Transport 17#18Embark Universal Interface (EUI) Specs / Module Designs Component Package Standardized sensor and compute systems determined through thousands of hours of design, testing and analysis APIs Interface Package 37 35 33 33 Custom flexible physical, electrical and software interfaces enable platform-agnostic integration to any drive-by-wire actuators, chassis, power and HVAC "1 NORTHERN GENESIS II EUI Production Plan 2018-2021 Embark has engaged with all 4 major US OEMs for many years - tracking as they each progress towards offering proprietary redundant drive-by-wire platforms. In parallel, Embark has developed our Embark Universal Interface with flexible interfaces are easily configured to integrate with any drive-by- wire. ● Near Future We anticipate OEMs will ship their first production trucks with redundant drive-by-wire in the near future. ● Embark is in active dialogue with OEMs as they plan which sensor and compute options to offer to carriers on top of redundant drive-by-wire. ● Expected Equilibrium State Truck OEMs expected to offer multiple AV options to carriers Multiple non-exclusive integrations In line with how OEMs currently provide factory options for multiple major engine, brake and telematics solutions today Carriers make the ultimate decision on which AV system to spec based on price, coverage map and ability to be used across their fleet 18#19NORTHERN GENESIS II VOLVO FREIGHTLINER W17870 18.31 INTERNATIONAL Air Peterbilt 19#20EMBARK Brings Compelling Benefits Across The Carriers Entire Network Improved economics, alleviate driver shortage "1 NORTHERN GENESIS II Truck Stops and Depots Leverage existing real estate to expand the transfer points Tier 1 Suppliers Additional demand for autonomous-related components EMBARK Enhances the Freight Ecosystem and Benefits all Participants OEMs Shippers Increased efficiency, improved reliability, sustainability and safety Embark Universal Interface, new revenue streams 20#21Choosing the Right Strategy in AV Trucking Recent Public Transactions Company Major Investors (1) U.S. Shipper Partnerships U.S. Carrier Partnerships OEM Strategy Initial Go-to- Market Market Offices W NORTHERN GENESIS II DC Data Software-as-a-Service SEQUOIA * Collective KNIGHT TRANSPORTATION EMBARK * Driver Out ABInBev hp * SWIFT WERNER TRANSPORTATARN ENTERPRISES Y Combinator M TIGERGLOBAL Embark Universal Interface Exclusively USA 100% USA USA ● * ● Partner with Carriers ESILLA ALLEY RANSPORTATION San Francisco Los Angeles * MAVEN VENTURES * I I SUN Dream Inc. ups China tu simple Fleet WERNER ENTERPRISES Driver Out Beijing Shanghai sna新浪网 sina.com.cn McLANE. SCHNEIDER Custom Navistar Truck (Navistar is 11% of Market) (2) COMPOSITE CAPITAL ● Carrier owned Trucks TuSimple owned Trucks ~70% USA /~28% China / ~3% Europe(3) USA ● U.S.XPRESS ● I San Diego Tucson Forth Worth Full Truck China Beijing Shanghai Suzhou *PIPE commitment Source: Company filings, Transport Topics, Top 100 For-Hire carrier data from Transport Topics (1) Embark and TuSimple select investors represent investors with 5%+ ownership. Plus.ai includes Board Investors due to lack publicly available shareholder ownership information (2) Traton and Navistar are in the process of completing a merger. Navistar's International is the brand of the two that operates in the US and has 11% of market based on public data (3) Based on testing and commercial deployment (trucks in fleet) (4) Based on 2025E revenue breakdown Retrofit →→Plus GSR Ventures 國泰君安國際 GUOTAL JUNAN INTERNATIONAL Retrofit Driver In 15% USA / 85% China(4) USA Cupertino HS Investments III Limited 21#22EMBARK Financial#23Trucking Market Represents Significant Opportunity $700 billion truck freight market represents a significant opportunity(1) Delivers potential value to not only carriers, but the entire ecosystem Fragmentation of various constituents unique to the trucking industry "1 NORTHERN GENESIS II Clear and present problem with driver shortage Demand for freight continues to grow Infrastructure is in place today to enable rapid commercialization and scale within the freight ecosystem (1) American Trucking Associations, U.S. Freight Transportation Forecast: 2020 to 2031. FREIGHTLINER YP02815 401 SA 23#24How EMBARK Expects to Commercialize Its Business Two Phase Rollout Two Route Models "1 NORTHERN GENESIS II Phase 1: Sunbelt 2024+ Phase 2: Lower 48 2026+ ~210 Billion Incremental Semi-Truck Miles ~90 Billion Semi-Truck Miles TRANSFER POINT Customer Facilities Drayage "first mile" Customer Facilities W Human Driver Drayage "last mile" Transfer Point DIRECT TO CUSTOMER Autonomous Highway Segment Transfer Point E Autonomous Driving ● ● Embark shares a percentage of the savings with a carrier as a result of utilizing Embark's software solution Implies a $/mile subscription fee, which will be variable depending on the distance of the load Embark offers a drayage rebate for last-mile transfers to align incentives on the total cost of the load Transfer Point only economical for carriers on lanes >300 miles Direct to Customer economical on lanes >100 miles, when shipper facility within Embark coverage map The software is supported by Guardian, and Embark bears the cost EMBARK intends to partner throughout the ecosystem and participate with existing players, not compete against them 24#25Embark / Northern Genesis II Financial Model Framework Autonomous Truck Miles Driven(1) Total Addressable Market of ~300 Billion Miles Annually Today Transfer Point >300 Miles NORTHERN GENESIS II 86% of Miles are in Autonomous Economic Freight Lanes Direct to Customer >100 Miles Expected Embark Penetration as a % of Serviceable Miles 2024E 1.1% Embark ODD ~ 80-90% of Economic Freight Lanes 2025E 3.3% Human Driver vs. Embark Driver $1.76(2) $0.82 $0.94 Human Driver Total Driver Cost Per Mile $0.96 $0.96 Embark Driver Total Vehicle Cost Per Mile Net Savings $0.80/Mile (1) Analysis based on the Freight Analysis Framework, produced in partnership with the Bureau of Transportation Statistics and the Federal Highway Administration and additional data from the Bureau of Transportation Statistics Based on data from the American Transportation Research Institute 25#26Compelling Unit Economics for Both the Carrier and EMBARK Embark Autonomous Revenue Per Mile Gross Revenue Last Mile Reimbursement Embark COGS Per Mile Cost of Goods Sold (1) Gross Profit(1) Gross Margin(1) NORTHERN GENESIS II $0.44/Mile $0.12/Mile $0.26/Mile ~69% Source: Embark / Northern Genesis II Management (1) Represents 2025E. Gross profit includes drayage rebates. 500 Miles: Net Revenue $0.31/Mile 1000 Miles: Net Revenue $0.38/Mile Guardian System Includes: Monitor Bandwidth Cost Update Bandwidth Cost Update Subscription Cost Guardian Employee Includes: Salaries Benefits Overhead Costs YP02815 26#27Financial Projections NORTHERN GENESIS II Autonomous Miles Driven (miles in millions) Miles Driven % of Total 2,374 2024E Margin 1.1% Revenue ($ in millions) 867 2024E Gross Profit ($ in millions) 584 2024E 67% Source: Embark / Northern Genesis II Management 7,432 2025E 3.3% 2,771 2025E 1,915 2025E 69% 2026+ Serviceable Mile Opportunity ~236 Billion+ Phase 2 ~174 Billion+ Miles Phase 1 ~62 Billion+ Miles Long-Term Gross Margin Target ~74% Long-Term EBITDA Margin Target 30%+ 27#28EMBARK Valuation#29Embark Leads the Industry in Key Milestones(1) Self-Driving Truck Industry Public Milestone Date of Completion Technical Milestones On-Road Operation Long Run - DE Free Surface Street Navigation Freight Delivery Work Zone Handling (2) Business Milestones Transfer Point or Terminal Partner Program W 2017 W tu NORTHERN GENESIS II 2018 W tu tu TuSimple Ok tu 2019 tu Ok W 2020 Plus.ai tu tu k Embark W Waymo k (1) Milestone data is based on publicly available information; Logo exclusion indicates no publicly available data Note: All dates based on the first public record of the respective company achieving the milestone on a US Class 8 Truck (2) Work Zone handling refers to an AV truck detecting and responding to a previously unmapped Work Zone 2021 Kodiak W W Aurora Attractively Priced Relative to TuSimple Public Comp FV / 2025E Revenue (Median consensus estimates) Market Capitalization (Basic market capitalization, in $US billions) $5.2bn (3) ($US millions) 5,158 $8.5bn (4) EMBARK (3 EMBARK tu simple EMBARK tu simple EMBARK tu simple Attractively Priced Relative to Broader AV Ecosystem 8,491 tu simple(4) May 2021 1.6x May 2020 3.3x 30,750 30,000 11 cruise Jan 2021 10,000 FV/2025E EBITDA (Median consensus estimates) 19.0x Aurora(5) Feb 2021 7.1x 7,250 ARGO Jun 2020 5,000 nuro Ike Nov 2020 3,301 Plus (3) May 2021 Source: Company Presentations, Pitchbook, Bank of America, Piper Sandler, Cowen, RBC Capital Markets, Baird and Morgan Stanley Equity Research Reports (3) Represents post-money equity value (4) TuSimple market capitalization based on offer price at IPO of $40 per share and shares outstanding of 212,263,328 per company filing (5) In February 2021, Uber sold it's self-driving unit to Aurora in exchange for a 26% interest in the combined entity at a $10B valuation 29#30201 Reser SN US DOT #215233 EMBARK#31EMBARK Appendix - Technology Roadmap#32Our Technology Achievements and Roadmap to Driver Out Past Technology Milestones and Accomplishments Bought First Truck "1 NORTHERN GENESIS II Lane Keeping Lane Changes Cut-Ins Merges Night Driving Surface Streets Stop and Go Remote Monitoring Inclement Weather (excl. snow) Construction Vehicle on Shoulder 2016 2017 ● 2018 ● 2019 2020 2021 ● ● Future Technology Milestones to Accomplish 2022 Pull Over to Safety Emergency Vehicle Interactions Evasive & Emergency Maneuvers Inspections 2023 Blown Tires & Other Mechanical Failures Driver Out 32#33Embark is in advanced discussions that will further support the technology advancement and commercialization timeline NORTHERN GENESIS II Major Initiatives Expected To Be Announced Over the Next 12 Months Partner Development Program Reservations Volume commitments from carrier partners for their fleets upon commercialization Manufacturing Partners to enable Embark Universal Interface (EUI) as an Option Enable shippers and carriers to order EUI-compatible trucks Technology Milestones Coverage Map Expansion Formalize relationships with leading real estate holders to provide established transfer point footprint for carrier partners coast-to-coast Continue to execute and publicly demonstrate industry-first capabilities from Embark's technology roadmap 33#34EMBARK Appendix - Regulations#35Regulatory Tailwinds Current State Regulatory Environment Current regulatory environment is favorable for autonomous trucking Today, 43 states allow autonomous truck testing, and 24 states allow autonomous truck commercial deployment No vehicle design changes and FMCSA pre-emption clear regulatory path ● ● ● "1 NORTHERN GENESIS II Source: Department of Transportation, NHTSA, SEC Filings. Legislation Permits: Autonomous Commercial Operations Autonomous Testing In Progress DEPARTMENT OF UNITED TRANSPORTAT STATES OF AMERICA NHTSA US DOT 4.0 AV Regulations have been released to further support a future cohesive 50- state AV operations framework US NHTSA regulations have been amended to clarify Federal Motor Vehicle Safety Standards for automated vehicles not equipped with manual driver controls (i.e. steering wheels and seating positions) AVs not designed to carry humans are exempt from the crashworthiness standards that conventional vehicles need in order to deploy 35#36EMBARK is Leading the Way on Policy Longest Tenured AV Truck Member on Critical Industry Groups U.S. Chamber (leading US business lobby) SVLG (leading CA business lobby) American Trucking Association (leading US trucking industry group) ● Active Leadership Roles in the Industry Co-chair of US Chamber AV Working Group (along with Intel) Co-chair of SVLG AV Working Group (along with General Motors) Founding member of Trucking group @ Self-Driving Coalition (leading AV industry group) Only truck-specific board member on the Self-Driving Coalition for Safer Streets ● Industry Lobbying Results Successfully advocated for USDOT to clarify the ability for L4 trucks to operate under existing regulation and without constraint from human-centric regulations (hours of service, drug testing), codified in USDOT's "AV 3.0" guidance issued in Oct 2018. Won inclusion and exclusion of autonomous trucks in various federal and state legislation to benefit Embark's deployment model as well balance what we believe to be the right regulatory framework for all constituents W NORTHERN GENESIS II SV LG SILICON VALLEY LEADERSHIP GROUP ATA SELF-DRIVING COALITION FOR SAFER STREETS THE SPIRIT OF CHAMBER ENTERPRISE COMMERCE 11 // Elaine Chao U.S. Secretary of Transportation (2017-2021) Oversaw development of first-ever regulatory guidance on autonomous trucking ● ● Trucking is the backbone of the American economy. I believe Embark's technology will strengthen U.S. economic competitiveness by making trucks safer, dramatically improving productivity, and solving the real and growing driver shortage. - Elaine Chao U.S. Secretary of Labor (2001-2009) Past board positions at Dole Foods, Wells Fargo Bank, Harvard Kennedy School Jonny Morris ● ● " Joined Embark in June 2017 8-year veteran of autonomous vehicle policy issues in automotive, trucking, and insurance industries Served as technology and policy adviser in the Obama White House, U.S. Department of Defense, and U.S. Department of State Early on at Embark, we knew we had to lead on autonomous trucking policy. Helping shape the regulatory framework is the right thing for our company and will ensure the safety and efficiency benefits of Embark's technology are not delayed. - Jonny Morris 36#37EMBARK Appendix - Coverage Map#38EMBARK Coverage Map Supercharges Scale-Up Carriers operate self-driving trucks between highway-adjacent locations on Embark coverage map Number of start/stop locations expands rapidly by adding ecosystem real-estate to the coverage map: ● Current truck stops act as ideal transfer points that can be used by all carriers Highway-adjacent shipper locations can be added directly to coverage map, boosting efficiency and stickiness W NORTHERN GENESIS II Customer Facilities Drayage "first mile" TRANSFER POINT Human Driver W Drayage "last mile" Transfer Point Autonomous Highway Segment Transfer Point Autonomous Driving Highways are the ideal first application for self-driving Vision Map Fusion simplifies adding locations to coverage map 38#39Real Estate Partners Accelerate Expansion Leveraging the Strengths of Potential Real Estate and Retail Players, including PFJ, will Dramatically Decrease Time to Market ● Example: PFJ's Network 800+ highway adjacent sites located near freight areas Purpose built for class-8 truck traffic "1 NORTHERN GENESIS II On site fuel and ancillary services including tire, maintenance, and dispatch support 3 pilot FLYING W pilot FLYING Seattle WAINGTON and San Franc OREGON NEVADA CALIFORNIA Los Angeles San Dag IDAHO Las Vegas Mexica Pilot Flying J UTAH MONTANA AZONA Phoenix SONORA Hermosillo WYOMING Denver COLORADO NEW MEXICO Juárez Chihuahua NORTH DAKOTA SOUTH DAKOTA . NEBRASKA COAHUILA UNITED STATES L KANSAS TEXAS Sand MINNESOTA OKLAHOMA Monterey MISSOURT SCONSIN ILLIN MISSISSIPP Gulf of MICHIGAN ALARAMA Jackso ranto NEW YORK RGINIA Ottayaintia MAINE VERMONT RTH CAROLINA NEW HAMPSHIRE DELAWARE MASS Boston New York NEW 39#40EMBARK Appendix- Financial Model (Continued)#41Supplemental Financial Projections Detail Pricing Detail Mile Detail (1¹) (miles in millions) Phase 1 Total Freight Miles Total Serviceable Miles 300+ Mile Routes 100-300 Mile Routes(2) Embark Miles Driven Phase 2 Total Freight Miles Total Serviceable Miles 300+ Mile Routes 100-300 Mile Routes(2) Embark Miles Driven Service Miles Driven W "1 NORTHERN GENESIS II 2024E 96,677 56,970 52,421 4,550 2,374 2024E 218,008 164,064 157,603 6,461 1.1% 2025E 98,224 59,455 53,425 6,029 7,432 2025E 221,496 169,081 160,519 8,562 3.3% Total Cost Per Mile Driver-Based Driver Wages Driver Benefits Driver Overhead Costs Total Driver Costs Vehicle-Based Total Vehicle Costs Total Costs Detail P&L ($ in millions) Revenue Gross Profit EBITDA CapEx EBITDA- Capex Human Driver $0.56 0.17 0.09 0.82 0.94 $1.76 (3) 2024E $867 584 (4) 8 (11) Embark Driver 0.96 $0.96 2025E $2,771 1,915 640 10 629 Analysis based on the Freight Analysis Framework, produced in partnership with the Bureau of Transportation Statistics and the Federal Highway Administration and additional data from the Bureau of Transportation Statistics 100-300 mile trips only economical in Direct to Customer model (i.e. origin/destination within operating domain) (3) Based on data from the American Transportation Research Institute 41#42Supported By Existing Partners and Pipeline Existing Partners ~32,000 Trucks Purchases ~8k trucks annually ~3 Billion human-driven freight miles annually Our partners currently run ~89% of the trucks required to meet our 2024 target(1) (2) (3) Embark is Currently Partnered with High Quality Carriers But Has a Robust Customer / Carrier Pipeline to Rapidly Grow Targeted 59% Top 100 (~10% of market) Partners 9% Commercialization Discussions 33% Embark is in discussions with carriers who represent 40% of Top 100 truck count(4) ~4,600 Average Fleet Size(4) ~30 Billion Human Driven Freight Miles (5) "1 (1) Assumes our partner routes are the same distribution as all routes, as determined by the Freight Analysis Framework, or ~18% of our partner trucks are in phase 1 addressable lanes in 2024 (2) Assumes each autonomous truck can run 360K miles per year (3) Forecast requires ~6,500 autonomous trucks to meet 2024 mileage targets and estimates that the 5 existing partners have ~5,900 trucks on lanes deployed in 2024 (4) Based on Top 100 For-Hire carrier data from Transport Topics NORTHERN (5) Calculated based on top 100 total tractor count of ~342K(Transport Topics) and ~94K annual miles per truck (Trucking Research) GENESIS II 42#43EMBARK has completed hundreds of hauls with many major companies and has incorporated that expertise into its partnerships with carriers and shippers NORTHERN GENESIS II EMBARK's Business Model is Validated by Partners ABInBev hp KNIGHT TRANSPORTATION SWIFT TRANSPORTATION ABInBev At AB InBev, we have a longstanding history of working with our carrier network to introduce new innovations that better their business, our business and enhance workers lives and careers. By partnering with Embark, we will enable our carrier partners to adopt and quickly scale autonomous trucking technology throughout the truck freight logistics ecosystem resulting in a more sustainable and safer supply chain network for AB InBev. - Angie Slaughter VP, Sustainability, Logistics & Capabilities Procurement at Anheuser-Busch InBev WERNER ENTERPRISES ESILLA ALLEY RANSPORTATION ESILLA ALLEY RANSPORTATION Bison TRANSPORT Mesilla Valley Transportation has a demonstrated history of identifying, testing and deploying new and innovative technology to maintain an edge in our competitive industry. With the Embark Partner Development Program, we see an opportunity to utilize this expertise to deploy and scale autonomous trucks within our network, unlocking top-line growth through improved utilization and bottom-line growth through superior economics. Royal Jones CEO at Mesilla Valley Transportation 43#44SaaS Business Model Carrier/Shipper Partners Enable Embark to Scale Efficiently by Integrating Into the Current Freight Ecosystem Scale up rapidly by leveraging significant investments by carriers in trucks and real estate Carrier investment massively outpaces the resources of any single AV player Top 100 carriers average more than $100M each on new trucks annually(1) W NORTHERN GENESIS II Carriers bring expertise in running a complex operations intensive business Embark can focus on what we do best: making state-of-the art software Compelling software-as-a- service economics Source: Transport Topics, ATRI (1) Carrier spend calculated based on average fleet size of top 100 carriers. Assumes 25% annual fleet turnover and average cost of $125K per truck. High margins Recurring revenue Economies of Scale Selling to carriers and shippers allows EMBARK to focus on software development 44#45Expected Use of Proceeds "1 NORTHERN GENESIS II Headcount On-Road Testing OEM Co-Development Expanding Coverage Map Source: Embark / Northern Genesis II Management 70% 13% 12% 5% Proceeds From the Proposed Transaction Are Expected to Fund the Business Plan Through Commercialization in 2024 PRESID 152625 MC#000056 US DOT #2952363 CA#497651 45#46Transaction Overview • After giving effect to the transaction (1), Combined Co. will have $613mm of cash (³) to pursue its go-to-market strategy and consolidate its market leadership position $4.25bn pre-money valuation supporting $5.2bn pro forma equity value ● 1.6x of 2025E Revenue • Proceeds raised are expected to fully fund capital expenditures through 2024 and are 100% primary • The transaction is expected to close Q3 2021 11 NORTHERN GENESIS II Illustrative Transaction Sources and Uses Total Sources Northern Genesis II Cash in Trust (1) PIPE (2) Northern Genesis II Founder Shares (4) Stock Consideration to Existing Embark SH Total Sources Total Uses Cash to Balance Sheet Northern Genesis II Founder Shares(4) Stock Consideration to Existing Embark SH Estimated Fees and Expenses Total Uses Pro Forma Valuation Pro Forma Shares Outstanding Illustrative Share Price Pro Forma Equity Value (-) Pro Forma Cash (³) Pro Forma Enterprise Value ($mm) $414 200 100 4,250 $4,964 ($mm) $531 100 4,250 83 $4,964 ($mm) 515.8 $10.00 $5,158 (613) $4,545 $2,771 1.6x Pro Forma Ownership(1)(5) @ $10.00 per Share Pro Forma Ownership Shares (mm) 41.4 NGAB Shareholders PIPE Investors(2) 20.0 10.0 444.5 515.8 Founder Shares(4) Existing Embark SH(5) (6) (7) Total Shares 86% 8% 4% 2% % O/S ■ 8.0% 3.9 1.9 86.2 100.0% ▪ NGAB Shareholders PIPE Investors ▪ Founder Shares(4) Existing Embark SH (5)(6)(7) 2025E Revenue EV / 2025E Revenue (1) Assumes no redemptions by SPAC shareholders. (2) Includes $40mm of FPA subscriptions. (3) Includes $82mm of existing balance sheet cash, including proceeds from a convertible note. (4) Excludes 0.4mm Founder Shares forfeited due to FPA subscription to PIPE. (5) Excludes PSU awards to Alex Rodrigues and Brandon Moak that will collectively represent an aggregate amount of up to 10% of the fully-diluted shares outstanding immediately following closing and that are anticipated to vest at escalating thresholds starting at approximately $20/share up to a maximum of approximately $100/share. Excludes the impact of up to 2.9mm existing Embark shares underlying equity awards that can be issued prior to closing. Excludes the new, to be established, equity incentive plan (10% of FD shares outstanding immediately following closing + 5% evergreen) and ESPP (2% of FD shares outstanding immediately following closing + 1% evergreen). (6) Embark currently has 149.1mm diluted shares outstanding that will be fully converted into NG shares at close, of which 141.2mm are fully vested. This Includes 5.9mm existing Embark shares underlying options and warrants, 3.9mm existing Embark shares underlying granted options, 2.8mm existing Embark shares promised but not yet granted shares to new employees and 1.2mm Embark shares issuable upon conversion of an outstanding convertible note immediately prior to close. (7) Founders Alex Rodrigues and Brandon Moak, who collectively own approximately 25% of the Company on an as-converted basis pre-closing, will receive shares of Class B Common Stock of NGAB in the transaction, which shares of Class B Common Stock carry 10 votes per share (relative to one vote per share of Class A Common Stock of NGAB). 46#47201 Reser SN US DOT #215233 EMBARK

Download to PowerPoint

Download presentation as an editable powerpoint.

Related

1st Quarter 2021 Earnings Presentation image

1st Quarter 2021 Earnings Presentation

Technology

Rackspace Technology Q4 2022 Earnings Presentation image

Rackspace Technology Q4 2022 Earnings Presentation

Technology

CBAK Energy Technology Investor Presentation image

CBAK Energy Technology Investor Presentation

Technology

Jianpu Technology Inc 23Q1 Presentation image

Jianpu Technology Inc 23Q1 Presentation

Technology

High Performance Computing Capabilities image

High Performance Computing Capabilities

Technology

SOLOMON Deep Learning Case Studies image

SOLOMON Deep Learning Case Studies

Technology

1Q20 Earnings image

1Q20 Earnings

Technology

Nutanix Corporate Overview image

Nutanix Corporate Overview

Technology