Kore SPAC Presentation Deck

Made public by

sourced by PitchSend

46 of 54

Creator

KT Corp. logo
KT Corp.

Category

Communication

Published

April 2021

Slides

Transcriptions

#1KORE Investor Presentation April 2021 Fir W BIRLAR 00#2Disclaimer This presentation (this "Presentation") is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between Cerberus Telecom Acquisition Corp. ("CTAC") and KORE Wireless ("KORE" or the "Company") (the "Proposed Transaction") and for no other purpose. No representations or warranties, express or implied are given in, or in respect of, this Presentation. To the fullest extent permitted by law in no circumstances will CTAC, KORE or any of their respective subsidiaries, shareholders or affiliates, or any of their respective partners, directors, officers, employees, advisers, consultants, agents or other representatives (collectively, "Representatives") be responsible or liable for any direct, indirect, consequential or other loss or loss of profit arising from the provision or use of this Presentation, its contents, its omissions, reliance on the information contained within it, or on opinions communicated in relation thereto or otherwise arising in connection therewith. Industry and market data used in this Presentation have been obtained from third-party industry publications and sources as well as from research reports prepared for other purposes. None of CTAC, KORE nor any of their respective Representatives has independently verified the data obtained from these sources and cannot assure you of the data's accuracy or completeness. This data is subject to change. In furnishing this Presentation each of CTAC, KORE, and their respective Representatives expressly disclaims any obligation to update any information contained herein or to correct any omissions, inaccuracies, or errors. In addition, this Presentation does not purport to be all-inclusive or to contain all of the information that may be required to make a full or complete analysis of KORE or the Proposed Transaction. Viewers of this Presentation should each make their own independent evaluation of KORE and of the relevance and adequacy of the information and should make such other investigations as they deem necessary. Forward-Looking Statements This Presentation includes certain statements that are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect," "should," "would," "plan," "predict," "potential," "seem," "seek," "future," "outlook," and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of revenue and other financial and performance metrics and projections of market opportunity and expectations. These statements are based on various assumptions and on the current expectations of CTAC or the Company's management, as applicable as projected revenue and Adjusted EBITDA (as defined herein) are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor or other person as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of CTAC and/or the Company. These forward-looking statements are subject to a number of risks and uncertainties, including general economic, financial, legal, political and business conditions and changes in domestic and foreign markets; the potential effects of COVID- 19; risks related to the rollout of the Company's business and the timing of expected business milestones; changes in the assumptions underlying the Company's expectations regarding its future business; the effects of competition on the Company's future business; and the outcome of judicial proceedings to which the Company is, or may become a party. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that the Company presently does not know or that the Company currently believes are immaterial that could also cause actual results to differ materially from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company's expectations, plans or forecasts of future events and views as of the date of this Presentation. The Company and CTAC anticipate that subsequent events and developments will cause these assessments to change. However, while the Company and/or CTAC may elect to update these forward-looking statements at some point in the future, each of the Company and CTAC specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing the Company's assessments as of any date subsequent to the date of this Presentation. Accordingly, undue reliance should not be placed upon the forward-looking statements. Use of Projections This Presentation contains projected financial information with respect to KORE. Such projected financial information constitutes forward-looking information, and is for illustrative purposes only and should not be relied upon as necessarily being indicative of future results. The Company's independent auditors have not audited, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this Presentation, and accordingly, they did not express an opinion or provide any other form of assurance with respect thereto for the purpose of this Presentation. The assumptions and estimates underlying such financial forecast information are inherently uncertain and are subject to a wide variety of significant business, economic, competitive and other risks and uncertainties. See "Forward-Looking Statements" above. Actual results may differ materially from the results contemplated by the financial forecast information contained in this Presentation, and the inclusion of such information in this Presentation is not intended, and should not be regarded, as a representation by any person that the results reflected in such forecasts will be achieved. No Offer or Solicitation This Presentation is not intended to, and shall not constitute (i) a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Proposed Transaction or (ii) an offer to sell or the solicitation of an offer to buy or a recommendation to purchase any security of CTAC, the Company or any of their respective affiliates, nor shall there be any sale of securities in any jurisdiction 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 or in reliance on an exemption from the registration requirements of the Securities Act. You should not construe the contents of this Presentation as legal, tax, accounting or investment advice or a recommendation. You should consult your own counsel and tax and financial advisors as to legal, financial, and related matters concerning the matters described herein, and, by accepting this Presentation, you confirm that you are not relying upon the information contained herein to make any decision. KORE 2#3Disclaimer (Cont'd) Non-GAAP Financial Measures This Presentation includes certain financial measures not presented in accordance with generally accepted accounting principles ("GAAP") including, but not limited to EBITDA, Adjusted EBITDA and certain ratios and other metrics derived therefrom. These non-GAAP financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company's financial results. Therefore, these measures should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that the Company's Presentation of these measures may not be comparable to similarly-titled measures used by other companies. The Company believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Company's financial condition and results of operations. The Company believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends in the Company, and in comparing the Company's financial measures with those of other similar companies, many of which present similar non-GAAP financial measures to investors. These non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. Please refer to footnotes where presented on each page of this Presentation or to the tables therein for a reconciliation of these measures to what the Company believes are the most directly comparable measure evaluated in accordance with GAAP. This Presentation also includes certain projections of non-GAAP financial measures. The Company does not provide reconciliations of EBITDA, Adjusted EBITDA, or Adjusted EBITDA margin to net income on a forward-looking basis because the Company is unable to forecast the amount or significance of certain items required to develop meaningful comparable GAAP financial measures without unreasonable efforts. These items include gains or losses on sale or consolidation transactions, accelerated depreciation, impairment charges, gains or losses on retirement of debt and variations in effective tax rate, which are difficult to predict and estimate and are primarily dependent on future events, but which are excluded from the Company's calculations of EBITDA, Adjusted EBITDA, and Adjusted EBITDA margin. Certain monetary amounts, percentages and other figures included in this Presentation have been subject to rounding adjustments. Certain other amounts that appear in this Presentation may not sum due to rounding. In connection with the contemplated filing by CTAC of a proxy statement / prospectus on Form S-4 with respect to the Proposed Transaction, and in the course of the review by the SEC of such proxy statement / prospectus, CTAC may make changes to the information presented in this Presentation, including, without limitation, the description of the Company's business and the financial information and other data (including the prospective financial information and other data) included in this Presentation. Comments by the SEC on information in the proxy statement / prospectus may require modification or reformulation of the information we present in this Presentation, and any such modification or reformulation could be significant. In particular, we note that the SEC has adopted certain rules regarding the use of Adjusted EBITDA and other financial measures that do not comply with generally accepted accounting principles in the United States, which rules will be applicable to the proxy statement / prospectus expected to be filed with respect to the Proposed Transaction. Participants in the Solicitation CTAC and its directors and executive officers may be deemed participants in the solicitation of proxies from CTAC's stockholders with respect to the Proposed Transaction. A list of the names of those directors and executive officers and a description of their interests in CTAC is contained in CTAC's Registration Statement on Form S-1, as effective on October 21, 2020, which was filed with the SEC and is available free of charge at the SEC's web site at www.sec.gov, or by directing a written request to CTAC at 875 Third Avenue, 11th Floor, New York NY, 10022. Additional information regarding the interests of such participants will be contained in the proxy statement / prospectus for the Proposed Transaction when available. The Company and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the stockholders of CTAC in connection with the Proposed Transaction. A list of the names of such directors and executive officers and information regarding their interests in the Proposed Transaction will be included in the proxy statement / prospectus for the Proposed Transaction hen available. Trademarks This Presentation contains trademarks, service marks, trade names and copyrights of KORE and other companies, which are the property of their respective owners. Solely for convenience, some of the trademarks, service marks, trade names and copyrights referred to in this Presentation may be listed without the TM, SMO or Ⓡ symbols, but CTAC and the Company 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. Additional Information CTAC intends to file with the SEC a proxy statement / prospectus on Form S-4 relating to the Proposed Transaction, which will be mailed to its stockholders once definitive. This Presentation does not contain, or purport to contain, all the information that should be considered concerning the Proposed Transaction and is not intended to form the basis of any investment decision or any other decision in respect of the Proposed Transaction. CTAC's stockholders and other interested persons are advised to read, when available, the preliminary proxy statement / prospectus and the amendments thereto and the proxy statement / prospectus and other documents filed in connection with the Proposed Transaction, as these materials will contain important information about the Company, CTAC and the Proposed Transaction. When available, the proxy statement / prospectus and other relevant materials for the Proposed Transaction will be mailed to stockholders of CTAC 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, without charge, once available, at the SEC's website at www.sec.gov, or by directing a written request to CTAC at 875 Third Avenue, 11th Floor, New York NY, 10022. Term Loan/Deal Terms This Presentation does not reflect the potential amendment of the Company's term loan indebtedness, and certain other terms of the Proposed Transaction that are subject to ongoing negotiation. PCAOB Audit In connection with the preparation of the proxy statement / prospectus related to the Proposed Transaction, the Company will be re-auditing its financial statements for prior years ended December 31 in accordance with the standards established by the Public Company Accounting Oversight Board (PCAOB), as required by the rules and regulations of the U.S. Securities and Exchange Commission. Such re-audit may result in revisions and/or changes to the Company's financial statements, as compared to the Company's current financial statements presented herein which have been audited pursuant to the standards promulgated by the American Institute of Certified Public Accountants (AICPA), which changes and revisions cannot be quantified at this time and which may be material. Accordingly, you should not place undue reliance on the historical financial information contained in this Presentation. KORE 32#4Today's participants KORE Cerberus Telecom Acquisition Corp. (CTAC) o a Tim Donahue Chief Executive Officer CTAC Former CEO of Nextel Communications and Chairman of Sprint Nextel Nick Robinson Co-Chief Investment Officer CTAC Managing Director and Cerberus' Global Head of Trading Michael Palmer Co-Chief Investment Officer CTAC Managing Director at Cerberus's private equity platform Romil Bahl Chief Executive Officer KORE Wireless Former CEO of PRGX and Lochbridge ● • ~30 years of Tech, SaaS, IoT and KORE Analytics experience Puneet Pamnani ● Chief Financial Officer KORE Wireless Former COO & CFO of Lochbridge and SVP of Corp Strategy and M&A at PRGX • ~23 years of work experience#5Transaction overview Summary of KORE and CTAC proposed business combination Transaction Timing Valuation Capital Structure ● ● ● On December 24th, 2020, KORE and CTAC executed a non-binding term sheet setting forth the potential terms of a business combination Definitive documentation was signed March 12, 2021 The transaction is expected to close in Q3 2021 Transaction implies a fully diluted pro forma enterprise value of $1,014mm, representing 15.2x based on 2022E Adj. EBITDA of $66.5mm and 16.9x based on 2021E Adj. EBITDA of $60.0mm Existing holders of common stock, including majority KORE shareholder Abry Partners, are expected to roll 100% of their common equity The transaction will be funded by a combination of CTAC cash held in a trust account and proceeds from a $225mm PIPE Transaction is expected to result in up to $484mm of total cash proceeds to fund the transaction¹ (1) Assumes no redemption of CTAC's existing shareholders, however actual proceeds available for the transaction are dependent on shareholder redemptions KORE 5#6Sources & uses / pro forma valuation ($ in millions) Estimated Sources & Uses Sources Existing KORE Shareholders Equity Rollover¹ SPAC Cash in Trust 2 SPAC Sponsor Shares³ PIPE Investors Total Sources Uses Existing KORE Shareholders Equity Rollover¹ SPAC Sponsor Shares 3 Paydown of Preferred 4 Paydown of Term Loan Cash to Balance Sheet Estimated Fees and Expenses Total Uses ($mm) $346 259 73 225 $ 903 $346 73 262 50 133 39 $ 903 38.3 % 28.7 8.1 24.9 100.0 % 38.3 % 8.1 29.0 5.5 14.7 4.3 100.0 % Illustrative Pro Forma Valuation Illustrative Share Price Pro Forma Shares Outstanding5 Implied Equity Value Plus: Est. Pre-Transaction Net Debt6 Less: Paydown of Debt Less: PF Cash to Balance Sheet Implied Pro Forma Enterprise Value Implied 2022E Adj. EBITDA Multiple Illustrative Pro Forma Ownership5 24.9% 8.1% 28.7% 38.3% ■ Existing KORE Shareholders Equity Rollover¹ SPAC Public Investors 3 $10.00 90.3 $ 903 $294 (50) (133) $ 1,014 15.2 x SPAC Sponsor Shares ■ PIPE Investors (1) Represents existing holders of KORE common stock, including Abry Partners. (2) Assumes estimated cash held in trust at closing and no redemption of CTAC public shares. (3) SPAC Sponsor Shares include 6.479mm CTAC Founder Shares and 0.818mm of CTAC Private Placement Shares underlying the Private Placement Units. (4) Paydown of preferred reflects estimated aggregate liquidation preference as of 06/30/2021. (5) Excludes dilutive impact of 8.639mm warrants from CTAC's public offering and 0.273mm Private Placement Warrants underlying the Private Placement Units. All warrants have a strike price of $11.50 per share. Also excludes the impact of pro rata dilution for new management equity plan expected to be adopted at closing. (6) Pre-Transaction Net Debt equals financial indebtedness net of pre-transaction estimated cash and excludes potential debt-like items such as tax liabilities among others. KORE 6#7KORE aligns perfectly with CTAC's strategy Cerberus Telecom Acquisition Corp ("CTAC") in partnership with KORE will utilize its 200+ combined years of telecom and technology leadership in conjunction with Cerberus' multi- disciplinary investment and resource platforms to create value through the upcoming next generation telecom and technology super cycle Investment Team Stephen Feinberg Co-Founder Co-Founder and Co-CEO of Cerberus Frank Bruno Co-Founder and Chairman Co-CEO of Cerberus Former President of Cerberus Global Investments Nick Robinson Co-CIO Cerberus Managing Director, Head of Trading and Member of Cerberus Corporate Credit Committee Michael Palmer Co-CIO Cerberus Managing Director, Private Equity KORE Management and Distinguished Advisory Board Tim Donahue CEO and Director NEXTEL | Sprint Hossein Moiin Advisory Board Member and Director NOKIA TMobile Shervin Gerami Advisory Board Member TeleWorld Solutions SmallCellSite.com Tim Kasbe Advisory Board Member ZOHO THE WAREHOUSE GROUP godb Shaygan Kheradpir CTO, Advisory Board Chair, and Director MTN verizon Juniper NETWORKS Tamara Casey Advisory Board Member NEXTEL AURA NETWORK SYSTEMS NEXTEL CISCO Peter Foyo Advisory Board Member AT&T Wireless TELECOM ITALIA Jio AT&T MTN =SoftBank (intel) NOKIA SAMSUNG Deep Industry Relationships SKYWORKS SK telecom O verizon Telefonica T. T A AMERICAN TOWER airtel MAXAR Qualcomm TECHNOLOGIES ERICSSON FORTRESS PROVIDENCEEQUITY CC CROWN CASTLE SmallCellSite.com THERMO Juniper desh Google GRAIN COLUMBIA CAPITAL NETWORKS MANAGEMENY .... SUBCOM CISCO abry partners Brookfield AURA NETWORK SYSTEMS RingCentral TeleWorld Solutions THE CARLYLE GROUP (DELL) Frontier COMMUNICATIONS Globalstar ligado NETWORKS COMCAST TELECOM MDP Madison Dearborn Partners Rakuten amazon Morgan Stanley ITALIA Microsoft ciena BT BlackBerry MARVELL JABIL facebook Anterix 7#8CTAC views KORE as having downside protection (predictable revenue) with significant upside potential KORE satisfies all of CTAC's initial investment criteria Growth-oriented company with recurring, predictable revenue and sustainable free cash flow Market-leading company with demonstrated technology and competitive advantages that are difficult for competitors to replicate Strong management team ready to accelerate growth with our partnership Will benefit from being publicly traded, with access to capital, and / or an improved capital structure Attractive risk-adjusted return for shareholders; potential upside from growth weighed against any identified downside risks KORE Physical Infrastructure Towers / Small Cells Fiber Initial target universe Data Centers (Edge & Macro) Private Networks Spectrum Satellites Network Infrastructure lot Devices / Sensors Software Defined Networks 5G Applications Software Edge Al Spectrum Sharing Open RAN/Cloud RAN With its proprietary network technologies and 44 carrier integrations, KORE Wireless is a leading solutions enabler for Internet of Things (IoT) and is well positioned across both physical and network infrastructure areas 8#9KORE Ⓡ Business Overview#10KORE With the oncoming tidal wave of connected devices, KORE's mission is to simplify the complexities of loT and help customers Deploy, Manage, and Scale their mission-critical loT solutions KORE 10#11KORE at a glance Leading global, independent provider of mission critical loT solutions Who We Are Why We Win Key Attributes > ● ● ● ● KORE is a market leader in enabling end-to-end loT solutions for enterprises Trusted advisor, enabling our customers to Deploy, Manage and Scale their loT solutions Blue chip customer base including market leading Fortune 500 enterprises and innovative solutions providers across high growth verticals such as connected health, industrial loT, asset monitoring, fleet management and comms. services Proprietary IP-based services: Connectivity, Solutions & Analytics ✓ Market leading loT knowledge and experience to help navigate the complex loT ecosystem Global independent loT connectivity and solutions enabler with an integrated network of key partners Global Scale (as of 12/31/20) 190+ countries coverage 44 carrier integrations ~12M devices managed 3,600+ customers 500+ employees ● ● e Ⓡ Forecasted Visibility & Profitability Revenue $238M¹ 92%+ recurring revenue² Average 90%+ revenue visibility through 20233 57% Gross Margin¹ 28% EBITDA Margin¹ KI ● ● Compelling Growth Opportunities loT, ESIM and 5G use cases present massive opportunity Strong track record of highly accretive M&A Highly scalable KORE One platform positions company for growth Note: Financials represent KORE's projections developed for the purposes of this presentation. (1) Represents 2022E Forecast financials. (2) Recurring revenues include connectivity and programmatic loT Solutions revenue. (3) Revenue visibility is based on the installed base which includes customers which had a signed contract with KORE by the end of 2020, normalized for one time churn customers from the acquisition of Raco and Wyless KORE 11#12KORE business model: offering high demand loT services Product description Primary pricing method Product line Connectivity 74% of 2020E 59% of 2025E¹ IoT Solutions 26% of 2020E 41% of 2025E¹ Products Connectivity as a Service (CaaS) Connectivity Enablement as a Service (CEaaS) lot Device Management Services IoT Security Location Based Services (LBS) ● ¹Percentage of revenue from go forward customers. KORE ● ● loT connectivity services offered through market leading loT platform 'KORE One' Our connectivity solutions allow devices to seamlessly and securely connect anywhere in the world across any connected network, which we call our multiple devices, multiple locations, multiple carriers CaaS value prop Connectivity Management Platform as a Service (or individual KORE One engine) Cellular Core Network as a Service (cloud native HyperCore) Outsourced platform-enabled services (e.g., logistics, configuration, device management) Sourcing of 3rd party devices globally, device design and selection services KORE's Security Pro SaaS platform KORE's PositionLogic SaaS platform and LBS APIS Per subscriber per month for lifetime of device (7-10 years and growing) Multi-year contracts with automatic renewals Upfront fee per device or per device per month Per subscriber per month Per subscriber per month Product list is being expanded e.g., through the Private Networking (PNaaS) offering and industry pre-configured solutions 12#13KORE differentiators and loT customer use cases Connectivity IoT Solutions KORE 44 carrier integrations (each takes ~2 years) Industry leading KORE One platform (7 engines) ConnectivityPro service and related APIs eSIM technology stack/ proprietary IP Hypercore technology KORE differentiators ✓ Deep industry vertical knowledge and experience Connected Health - FDA, HIPAA, ISO 9001/13485 - - Fleet Management - SaaS product and APIs, video bundle Unmatched breadth of solutions and analytics services - SecurityPro network intelligence service Asset management, mobile data management, logistics services Network certification expertise 3,400+ connectivity-only customers for cross-sell 500 300 000 KORE customer loT use cases Fleet Mgmt. Home Security Offender Trackers Smart City Lighting Systems Connected Blood Sugar Monitors Connected Gas Tank Monitors Connected Alcohol Monitors Smart Meters 13#14loT deployments are extremely complex Top challenges in loT deployments Inability to contextualize and analyze data Lack of solution deployment planning and experience KORE Lack of in- house lot expertise and resources Fragmented ecosystem requiring multiple partners Risks and pitfalls in lot Security Challenges in interoperability and compatibility Issues in compliance with regulations 1 IoT Strategy & End-to-End Security KORE's loT in a Box 2 Technology Evaluation, Selection, Dev. Customer benefits: Operations Management & Support 5 3 Connectivity, Device & Data Management KORE Sustainment (Reverse Logistics) 6 Broad loT capabilities ✓ Secure & cost efficient 4 Deployment (forward logistics) Analysis & Optimization 7 ✓ Full control over loT stack ✓ Fast time to market 14#15Customer case study: Customer #1 Customer #1 is a multinational medical devices company. KORE works with the cardiac monitoring (pacemakers and related devices) division, which is a market leader in this line of products. It has been KORE's customer for >10 years. ((cpp)) Load in night ventricle Implanted pacemaker Cardiac Device ●●●● Bedside Monitor KORE Solution: IoT enablement of cardiac devices Helped design a custom connectivity device which works with a large number of cellular networks globally; contracted manufacturing with a global contract manufacturer .... KORE is an extension of the customer's supply chain, configuring & handling 200-300K devices per year (growing 20%+ year) with facilities which are: ✓ ISO 13485 / 9001 certified ✓ FDA Registration 21 CFR Part 820 compliant ✓ HIPAA (U.S.) and GDPR (EU) compliant KORE ● ● ● ((.)) KORE CaaS 0000 Physician Portal KORE global connectivity Provided a global connectivity package to provide connectivity across a large number of countries Acting as a trusted advisor for customer with transition of 2G/3G devices to LTE (in 2021/22) Almost 1 million subscribers and growing fast, leading to significant CaaS revenue stream for 7-10 years per device Upsell to eSIM highly likely given global footprint of services 15#16Focus industry sector: Connected Health KORE's credentials in Connected Health will drive market share in an expanding market Connected Health overview KORE Connected Health capabilities 17.5% Industry CAGR¹ Segment Cardiac Rhythm Monitoring Key Use Cases: Remote Patient Monitoring: Cardiac Rhythm Monitoring Remote Patient Monitoring: Chronic Disease Management - Medical Equipment Diagnostics Clinical Trials with Medical Sensor Telemetry Chronic Disease Management -$300M Medical Equipment Diagnostics Clinical Trials with Medical Sensors 2025 Target Revenue (1) Per ABI Market Tracker Forecasts KORE Leverage our credentials and track record to expand and grow segments and new anchor accounts Representative Connected Health Players Medtronic L Livongo™ VERUSTAT 6 TULA HEALTH Abbott FRESENIUS Carestream parexel. IQVIA™ HEALTH 000 MEDABLE Streamline Implementation: Simplifies the complexities of loT, overcoming barriers to adoption and leading to deployment Remain Compliant: Quality and Regulatory experience and a focus on information security allows KORE to provide real-time data insights Stay Connected: Provides superior coverage and reliability in order to monitor remote patients and track mobile employees PHYSIO-CONTROL LifePak Boston Scientific Myia HCA+ Healthcare™ Davita. BIO BIOTRONIK excellence for life ASCENSION Hill-Rom Clinical Ink :: medidata OCON eSource | eCOA | PRO Anthem. BlueCross Liva Nova Health innovation that matters Air Liquide HEALTHCARE COVANCE SOLUTIONS MADE REAL IZN Edwards Dräger SIGNANT HEALTH 16#17KORE's five focus industry sectors, representing 80%+ of the loT market, are growing fast 5G drives significant new use cases in mission critical applications across KORE's target industries 2020P-2025P CAGR Transformational use cases Vertical KORE Assets KORE Industrial KORE KORE Communication Services Connected Health KORE Fleet 34.2% 29.4% 22.4 % 17.5 % 17.3% Source: ABI Market Tracker, Market Research Future, Grand View Research and KORE Forecasts KORE I Home / Business Security Smart Utilities/ Meters loT & Consumer service providers M Remote Patient Monitoring Stolen Vehicle Recovery Offender Tracking Smart Cities / Buildings ا... Carrier loT Business Units Clinical Trials Fleet Tracking/ Telematics Alcohol Monitoring ما Smart Factories Enterprise Connectivity Medical Alert Monitoring |N Usage Based Insurance Critical Asset Management Industrial IoT 33- Private Networking Medical Equipment Diagnostics Connected Car 17#18KORE: unique "one stop shop" loT Solutions enabler KORE is a differentiated player providing comprehensive loT solutions - CaaS, Solutions & Analytics loT Ecosystem Partners Connectivity verizon AT&T Deutsche T.. Vivo ROGERS k Telefonica U.S. Cellular TELSTRA T O vodafone KORE orange OPTUS JT Solutions Fleetmatics Intelligence at work GPS Trackit Fleet Intelligence Simplified FUTURA aeris INSIGHT Mobile Data GEOTAB. IBM Cognizant Infosys accenture GPSINSIGHT ✓ loT specialist ✓ Secure & cost efficient ✓ Full control over loT stack Analytics & Cloud Platforms Microsoft aws twilio paloalto Ssas Google NTT galooli IntelliSite thingworx LOSANT arev.io ✓ Fast time to market 18#19KORE is well positioned in the early innings of an exciting growth opportunity in loT 2025 TAM ($bn) Devices (bn) 12% 2020 $78B 10% $382B $35B 12% $269B 40% 26% Connected Devices = 22 billion lot Devices = 12 billion 18.9% CAGR Applications & Platforms 15.8% CAGR 5% $250B $906B $48B ■Managed Services 7% 10% $608B 21% 57% Connected Devices = 37 billion lot Devices = 25 billion 50.5% CAGR ■ Connectivity TVs 24.6% CAGR -$7 Trillion 2% 2030 M2M loT Smartphones PC / Tablets Other Source: GSMA (lOT Revenue: State of the Market 2020); Ericsson (Mobility Report 2020); Cisco Annual Internet Report Highlights Tool 2020; IDC (Worldwide 5G Connections Forecast, 2019-2023) and KORE Forecasts KORE 5% 12% 3% 78% Connected Devices = 91 billion H lot Devices = 75 billion 19#20Connections (Millions) Significant potential growth opportunity loT connections by technology 80,000 70,000 60,000 50,000 40,000 30,000 20,000 10,000 0 2020 eSIM revenue ! $0.9B generated in 2024 2021 2022 Low-Power Wide- 2.7B Area Connections by 2025 eSIM Adoption 2023 of total mobile 45% data over 5G networks 2024 Massive loT Powered by LPWA 2025 2026 5G at scale 2027 2028 2029 2030 Broadband & Critical loT (4G/5G) Massive loT (Licensed LPWA - NBIOT & CAT-M) Legacy (2G/3G) Unlicensed LPWA and Satellite Short-Range loT (WiFi, BT, Z-Wave) ● KORE ● Caas(¹) - Licensed Unlicensed - Satellite CEaaS (2) - CNaaS - CMPaaS PNaaS - • IoT Solutions (3) Managed Services - Analytics loT Solutions (³) - Managed Services - Analytics Source: Cisco Annual Internet Report Highlights Tool 2020, GSMA (loT Revenue: State of the Market 2020); Ericsson (Mobility Report 2020), KORE Forecasts Note: (1) CaaS = Connectivity as a Service - managed connectivity services offering for connecting loT device; (2) CEaaS = Connectivity Enablement as a Service - includes managed Core Network as a Service (CNaaS), Private Networking as a Service (PNaaS) and Connectivity Management Platform (CMPaaS); (3) loT Solutions = loT managed services including loT product design, supply chain, configuration, connectivity, and reverse logistics for customers KORE 20 1 I 1 1 1 I 1#215G will enable a connected planet Construction and mining Digitized education $1.1T $0.3T Precision agriculture $0.3T 0 $2.3T Richer mobile experiences Source: The 5G Economy (Qualcomm) KORE RO ARRAN Powering the digital economy $13.2 Trillion in global economic value by 2035 $4.7T Smart manufacturing Male Age 30 w $1.2T Intelligent Retail 2.00 OUNELDA "COFFEE" Connected healthcare $1.1T $2.2T Smart city SEP 21#22KORE expects to be a leading enabler of 5G adoption KORE provides 5G connectivity and simplified management KORE aims to enable seamless transition to 5G KORE aims to accelerate 5G use cases KORE Powered by KORE's 5G-ready eSIM and multi-multi-multi value proposition enabled by proprietary KORE One platform Powered by KORE's strength in carrier relationships and experience in managing network transitions Powered by KORE's pre-configured solutions and industry- specific loT Managed Services portfolio A Low complexity. Extended coverage. High connection density ● Energy efficiency 5G Massive lot Secure 5G Low latency ● 5G Ultra-Reliable Ultra reliability ● throughput Enhanced special efficiency 5G Broad Location precision ● B • Extended coverage KORE aims to enable Edge deployments KORE enables Private Network Deployments Powered by its plans for a fully virtualized multi-carrier gateway on the Edge (KORE Anywhere) Powered by its fully virtualized core network (KORE HyperCore) 22#23Phased transformation to KORE 3.0 Year Zero 2018 Strategy 3.0 finalized 5-year investment program approved Phase 1: Launch Transformation Phase 2: Industry GTM & eSIM Phase 3: Lead with 5G & Analytics KORE Year One 2019 One Team KORE; high-performance culture Year Two Begin transformation of connectivity proposition/platform Integrate acquisitions including Aspider, bring eSIM to market I 2020 Acquisition/integration of Integron; launch of loT managed services Launch KORE One & LPWA offering Year Three Introduce intelligent network monitoring ● Year Four 2021 Capability acquisition strategy to continue Industry GTM (5 focus sectors), LPWA and eSIM industry leadership 5G innovation ● ● Year Five 2022 Broadened industry sector expertise with integrated products Analytics and other key Industry GTM acquisition strategy 5G, edge analytics off KORE One platform ● ● ● 2023 Portfolio mix from 100% connectivity towards 50/50 connectivity/services Accelerate 5G adoption Lead the promise of "Al + loT" 23#24KORE's growth acceleration to ~$1B in sales $ 219M (1) KORE Today Customer portfolio growth > 20% Organic Volume Growth Selling existing customers multiple services Cross-sell and Upsell Pre-configured IoT industry solutions Edge and Al analytics portfolio expansion New customers & products Deepening Presence in Focus Industry Sectors Enhancing AloT Capabilities ~$ 700M¹ KORE in the Future Robust M&A pipeline of strategic and accretive opportunities Bolt on M&A F - $900M² KORE in in the Future with M&A KORE Expects to Scale to Become a Billion-Dollar Business, Targeting the $900bn+ loT Market by 2025 KORE's projections that serve as the basis of this presentation estimate 2025E Revenue of $414mm; $700mm of '25E "KORE in the Future" revenue includes $250M of organic upsides not in KORE's base case. (2) Includes $245MM of M&A upside by 2025 KORE 24#25Past M&A wins coupled with strong future M&A pipeline KORE has a successful track record of executing and integrating strategic acquisitions Recent M&A Transaction Highlights Illustrative M&A Pipeline INTEGRON G ASPIDER-NGI Aspider Strategic impact Furthered our strategy as a leader in loT Managed Services Expanded presence in Healthcare & Life Sciences markets Accretive deal, has had a de-levering effect Strategic impact Helped position KORE as a leader in the Gartner Magic Quadrant Expanded geographical presence in Europe and Africa Added significant IP & key capabilities in eSIM / Core Networking ● Rapid, successful integration results in ~25% growth in 2020 Differentiates KORE wrt carriers and other pure-play providers Date Acquired: Nov 2019 KORE KORE's target for eSIM shipments is 1MM in 2020 Key part of our emerging CEaaS service portfolio Date Acquired: Dec 2018 Target Company A Company B Company C Company D Company E Company F Company G Company H Company I Company J Location US US US US US US Europe Europe Brazil Brazil Solution Offerings Industrial IoT & IoT Connectivity loT Solutions (GPS Tracking, Failover/Primary) loT Solutions (GPS Tracking, Failover/Primary, First Response) IoT Solutions (MDM, Mobility, Analytics) loT Solutions (POTS replacement, Failover/Primary) loT Solutions (Failover/Primary) IoT Connectivity & Core NW IoT Connectivity & Core NW Location Based Services SaaS loT Connectivity & Core NW Est. Revenue (M) $50 $40 $10 $8 $20 $2 $8 $20 $5 $6 25#26KORE: accelerating growth & revenue visibility +69% +26% +29% Scale & Growth Growth in Total Contract Value of Wins in 2020E vs. 2019A¹ Top 25 Customer Revenue CAGR from 2018A to 2022P FY2020E Go-Forward Customer SIM Count vs. PY³ ~92% <1% ~90%+ Established & Proven Recurring Revenue in 2020E BAU Churn from Go-Forward Customers in 2020P2,3 Average Revenue Visibility from Installed Base through 2023P4 Note: (1) Total Contract Value is the estimated revenue from new or existing customer wins over an approx. 3-year time period based on customer and sales force forecasts of unit growth and contracted prices. (2) BAU Churn is Business as Usual Churned Revenue from Customers which decided not to do business with KORE in 2020. (3) Normalized for one time churn customers from the acquisition of Raco and Wyless. (4) The installed base includes customers which had a signed contract with KORE by the end of 2020, but excludes one time churn customers from the acquisition of Raco and Wyless KORE 26#27KORE'S TCV wins increased by 69% in 2020 $ 20 Q1 19 $ 20 Q2 19 Estimated TCV (Total Contract Value) of Wins by Quarter Strong growth in sales performance $ 42 I $ 27 Q3 19 2019 TCV: $110MM Q4 19 +69% TCV Growth $ 33 Q1 20 $ 44 Q2 20 $ 58 Q3 20 2020 TCV: $186MM Note: Total Contract Value (TCV) is the estimated revenue from new or existing customer wins over an approx. 3-year time period based on customer and sales force forecasts of unit growth and contracted prices KORE $ 51 Q4 20 27#28KORE'S SIM growth momentum is accelerating 2020 sequential SIM growth for Go Forward customers (in M) Annualized Growth: 18% 0.4 Q1 10% 0.2 Q2 Note: Represents go forward SIMS; ~12M total SIMS as of 2020E. KORE 29% 0.6 Q3 48% 1.2 Q4 2020 average SIM count for Go Forward customers (in M, % of total) 8.9 9% 64 % 26% 9.1 10% 63% 27 % 9.7 12% 60 % 27% Q3 10.9 10% 64 % 26% Q1 Q2 Q4 Healthcare Industrial, Fleet, Asset Monitoring Communications & Other 28#29KORE Ⓡ Financial Overview#30Pro forma financial summary (US$ in millions) CaaS % Growth IoT Solutions % Growth One Time Churn Total Revenue % Total Growth (-) COGS Total Gross Profit % Gross Margin (-) SG&A¹ Adj. EBITDA % Adj. EBITDA Margin Total Capex Unlevered FCF² Cum. FCF Historicals Prelim. 2019A 2020P $125 9% 47 20 % 33 $ 206 3% (82) $ 123 60 % (66) $ 57 28 % $ 137 9% 55 16 % 22 $ 214 4% (98) $ 116 54 % (59) $ 57 26% 2021P³ $ 144 5% 59 8% 15 $ 219 2% (94) $ 125 57 % (65) $ 60 27% (12) $ 32 32 2022P³ $ 163 13 % 70 17% 5 $ 238 9% (102) $ 136 57 % (69) $ 67 28 % (12) $ 42 75 Forecast 2023P $187 15% 89 28% $ 276 16 % (117) $ 158 57 % (77) $ 82 30 % (12) $ 60 135 2024P $213 14% 120 35 % $ 333 21 % (140) $ 193 58 % (86) $ 107 32 % (13) $ 91 226 2025P $246 15 % 168 40 % $ 414 24 % (172) $ 242 58 % (101) $ 140 34 % (13) $ 123 349 CAGR ¹21P-¹25P 14% 30 % 17% 18 % 24 % Note: Financials represent KORE's projections through 2025E developed for the purposes of this presentation. 2020 results are preliminary and unaudited, refer to disclaimer for prior periods. Historicals are pro forma adjusted for the impact of the Integron and Aspider acquisitions. (1) Assumes $1.5mm of public company costs. (2) Unlevered FCF defined as Adj. EBITDA less total capex, less cash adjustments, less increases in NWC; refer to page 48 for a reconciliation of Reported to Adj. EBITDA. (3) 2021E and 2022E Adjusted Total Revenue growth of 13.9% and 15.1%, respectively, excluding the normalization of one time churn customers from the acquisition of Raco and Wyless and adjusting for the known one time impact of 2G/3G sunsetting as KORE transitions customers to LTE/5G networks ($17.3mm and $21.7mm in 2021E and 2022E, respectively) KORE 30#31Strong organic growth performance, lift off ahead ($ in millions) $ 200 $46 $ 115 $ 40 2018A +10% CAGR +10% CAGR $ 206 $33 $ 125 $ 47 2019A 2018A - 2025P Revenue Bridge % of Revenue I from Installed Base as of 2020A $ 207 $22 $ 138 $ 48 2020P IoT Solutions -97% +14% CAGR +30% CAGR $ 219 $ 144 $ 59 2021P $15 ■CaaS ~90% $ 238 $ 163 $ 70 2022P Note: Financials represent KORE's projections through 2025E developed for the purposes of this presentation KORE $5 -83% $ 276 $ 187 $ 89 2023P LOne-time Churn -79% $ 333 $ 213 $ 120 2024P -75% $ 414 $ 246 $ 168 2025P Organic Revenue Growth • ~26% organic growth (average from 2018 to 2022) with top ● Commentary ● ● customers driven by volume gains and cross selling • ~92% recurring revenue One Time 2G / 3G Sunsetting Forecast reflects known impact of sunsetting as the industry transitions to 5G One Time Churn Average ~90%+ revenue visibility through 2023P Forecast reflects one time churn from historical integration events By nature of KORE's business, it takes several years for non-core customer revenue to churn off the network despite the churn decision being made several years ago 31#32Extremely high level of '21P-'25P revenue visibility 2021P - 2025P Revenue Visibility ($ in millions) Installed Base as of 2021P Installed Base as of 2020A ~99% -97% $ 219 $ 34 $ 164 $5 $15 2021 P ~97% ~90% $ 238 $ 43 $ 168 $17 $5 -91% -83% 17% CAGR $ 276 $22 $22 $ 50 $ 181 -86% -79% $ 333 $ 44 $26 $ 58 $ 205 -83% -75% $ 414 $ 70 $ 30 $ 68 $ 245 2022P 2024P 2023P 2020 Wins Existing Installed Base LOne Time Churn ■2021 Projected Wins ■ Future Projected Wins Note: Financials represent KORE's projections through 2025E developed for the purposes of this presentation. The installed base includes customers which had, or expect to have, a signed contract with KORE, but excludes one time churn customers from the acquisition of Raco and Wyless KORE 2025P 32#332020 closed with incredible momentum ($ in millions) Same Qtr PY Growth 3% $ 44 Q1 20 2020 Quarterly Adj. Revenue¹ 3% $ 46 6% $ 47 17% $ 49 Q4 20 Business Momentum +69% Growth in Total Contract Value of Wins in 2020E vs. 2019A² -92% Recurring Revenue in 2020E +48% Annualized Net SIM Growth from Go Forward Customers in Q4 vs. Q3 20 +26% Top 25 Customer Revenue CAGR from 2018A through 2022E +90% Average Revenue Visibility From Installed Base Through 2023P3 Q2 20 Q3 20 2020 Adj. Revenue: $186MM¹ (1) Adj. Revenue is normalized for one time churn customers from the acquisition of Raco and Wyless. (2) Total Contract Value is the estimated revenue from new or existing customer wins over an approx. 3-year time period based on customer and KORE sales force forecasts of unit growth and contracted prices. (3) The installed base includes customers which had a signed contract with KORE by the end of 2020, but excludes one time churned customers KORE +29% FY2020E Go Forward Customer SIM Count vs. PY 33#34KORE Ⓡ Benchmarking#35Overview PURE PLAY "IOT" Benchmark pure play loT Companies Strong revenue growth and stable recurring revenue Stable gross and EBITDA margins KORE ALARM.COM® inseego ptc Trimble V VONAGE KORE 8x8 bandwidth RingCentral® 8 twilio zoom COMMUNICATION SOFTWARE ● ● High growth SaaS companies with similar financial profiles to KORE Minimal CapEx, robust growth, and predominantly recurring revenue High multiple business 35#36Operational Benchmarking ● ● Commentary KORE has a proven ability to deliver superior organic growth from its go forward customer base Well positioned to accelerate growth alongside 5G and eSIM industry themes Significant recurring organic growth ~92% recurring revenue Average 90%+ revenue visibility through ¹23E 15.1% 1 92.0% 18.3% KORE inseego 87.9% 10.8% 2021E - 2022E Adjusted Total Revenue Growth 87.8% Median: 9.1% 9.1% ptc V VONAGE Median: 63.6% 63.6% 8.3% ALARM.COM® 7.3% 41.2% 31.2% Recurring Revenue² 16.8% 23.0% 93.4% Median: 21.3% 21.3% Trimble twilio RingCentral Zoom bandwidth 8x8 Median: 91.7% 91.7% MI RingCentral bandwidth 19.3% 86.9% 16.6% ΝΑ ΝΑ KORE ptc V VONAGE ALARM.COM Trimble inseego 8x8 twilio Zoom Source: Each Company's respective annual and quarterly reports, IBES Estimates, CapIQ, Bloomberg. Market data as at 15-Mar-2021. (1) 2022E Adjusted Total Revenue growth excludes the normalization of one time churn customers from the acquisition of Raco and Wyless and adjusts for the known one time impact of 2G/3G sunsetting as KORE transitions customers to LTE/5G networks. (2) Represents recurring revenue if disclosed by company, otherwise represents % subscription segment revenue. KORE 36#37Operational Benchmarking (cont'd) 2022E Gross Margin Commentary Compelling scalable and profitable business model fueled by KORE One platform with proprietary IP and market leading loT knowledge ~57% 2022E Gross Margins -28% 2022E Adjusted EBITDA Margins 57.1% KORE 27.9% KORE 81.2% I ptc 34.6% 65.9% ALARM.COM 24.9% Median: 59.2% 59.2% 53.6% Median: 19.9% 19.9% 33.0% 14.3% 77.1% Trimble V VONAGE inseego Ring Central zoom 8x8 2022E Adjusted EBITDA Margin¹ 6.2% Median: 62.5% 32.8% 71.7% 62.5% 14.3% Median: 7.2% 7.2% 56.6% twilio 5.6% ptc Trimble. ALARM.COM V VONAGE inseego Zoom RingCentral bandwidth 8x8 Source: Each Company's respective annual and quarterly reports, IBES Estimates, CapIQ, Bloomberg. Market data as at 15-Mar-2021. (1) Calculation and companies included may use different definitions of Adjusted EBITDA. KORE 50.3% bandwidth 4.7% twilio 37#38Valuation Benchmarking Commentary This Transaction provides an attractive entry point...deal valuation at significant discount to benchmarks Multiple strategic ways to perform Numerous upsides not included KORE has a successful track record of executing and integrating strategic acquisitions Active pipeline of future acquisition candidates 4.3x¹ KORE ptc 15.2x¹ 8.5x 2.0x¹ 64.5× KORE inseego 8.0x 6.3x ALARM.COM 31.5x ALARM.COM 2.7x Median: 5.7x 5.7x 24.6x EV / 2022E Revenue 4.0x Median: 24.6x Median: 1.6x 1.6x Trimble inseego V VONAGE zoom twilio RingCentral® 8x8 EV / 2022E Adjusted EBITDA² 2.5x 23.0x 22.0x 1.2x 17.9x NM ptc Trimble V VONAGE 8 twilio Net Debt / 2020E Adjusted EBITDA² 18.9x 5.2x NM Median: 17.5x 17.5× 8x8 5.0x NM 6.2x Median: 5.0x NM bandwidth RingCentral NM² 6.2x (1.1)x (1.7)x KORE inseego V VONAGE Trimble ptc ALARM.COM bandwidth RingCentral zoom 8x8 Source: Each Company's respective annual and quarterly reports, IBES Estimates, CapIQ, Bloomberg. Market data as at 15-Mar-2021 (1) Represents illustrative values pro forma for this transaction. (2) Not meaningful due to negative EBITDA. (2) Calculation and companies included may use different definitions of Adjusted EBITDA; represents net debt of latest financial statement. KORE bandwidth NM zoom NM twilio 38#39KORE Ⓡ Appendix#40KORE's loT managed services portfolio KORE provides a one-stop-shop for loT deployment 2 3 4 1.1 1.2 1.3 1.4 1.5 1.6 1.7 & End-to-end Security Business Outcomes / Business Case Security by Design (entire stack) Partner Strategy Proof of Concept Global / Regional Footprint Organizational Governance Business Continuity / Disaster Recovery KORE 2.1 2.2 2.3 2.4 2.5 2.6 2.7 Technology Evaluation, Selection, Dev Architecture Connectivity / Network Strategy lot Platform / Cloud Selection Application Design / Development Develop, Test, Prototype & Pilot 3.1 Deployment Process Design 3.2 3.3 Device / Module Selection, Validation & 3.5 Certification 3.4 3.6 3.7 Device & Data Management Network(s) Selection / Carrier Contracts Secured Data Exchange Subscription Lifecycle Integration Hierarchical Account Setup & Management Device Management, Diagnostics & Troubleshooting Usage Optimization & Fraud 4.4 Mgmt. Deployment Setup & Optimization 4.1 Delivery: 4.2 4.3 4.5 4.6 7 KORE Internal (forward logistics) Forecasting Order Management Configuration Management Supply Chain Management Site Services Global Import / Export Management Asset Management 5.1 5.2 5.3 5.4 5.5 5.6 5.7 Operations Management & Support Technical Support Tier 1 & 2 Tier 3 - Network & Systems Support Network Mgmt. & Orchestration Quality Management (ISO 13485, 9001) Regulatory Compliance Endpoint / Subscription Management Change / Release Management KORE & Partner Hybrid Partner 6.1 6.2 6.3 6.4 6.5 6.6 6.7 Sustainment (reverse logistics) Advanced Managed Services Migration Services Advanced Exchange Site Returns Management / Asset 7.3 Recovery Maintenance OEM Warranty Management 7.1 End of Life Management 7.2 7.4 7.5 7.6 7.7 7 Analysis & Optimization Data Cleansing & Normalization Data Storage, Retrievals & Replays Data Enrichment & Contextualization Data Visualization AloT - Descriptive, Prescriptive, Predictive Security & Deep Network Monitoring using Metadata Application Integration & Device Feedback 40#41Customer use case: Cardiac rhythm monitoring KORE's solution enables global deployment and management of regulated medical equipment 2 1.1 1.2 1.3 1.4 1.5 1.6 1.7 IoT Strategy & End-to-end Security Business Outcomes / Business Case Security by Design (entire stack) Partner Strategy Proof of Concept Global / Regional Footprint Organizational Governance Business Continuity / Disaster Recovery KORE 2.1 2.2 2.3 2.4 2.5 2.6 2.7 Technology Evaluation, Selection, Dev Architecture Connectivity / Network Strategy loT Platform/ Cloud Selection Application Design/ Development Hardware Customization, Certifications - Gen 9 Develop, Test, Prototype & Pilot Deployment Process Design 3.1 3.2 3.3 3.4 3.5 3.6 3.7 Connectivity, Device & Data Management Network Design Roaming Footprint Updates Secured Data Exchange Subscription Lifecycle Integration Wireless Managed Services Hierarchical Account Setup & Management Device Management, Diagnostics & Troubleshooting Deployment Setup & Optimization 4.1 4.2 4.3 4.4 4.5 4.6 4.7 Delivery: Deployment (forward logistics) Demand Forecast Supply Chain Order Management Patient Order Desk Firmware Validation Software Load Remote Config Updates Supply Chain Management & Global Documentation Site Services Global Import / Export Management- Direct-to-Patient/DC Packaging/Labeling Final Testing & Validation Recording Track & Trace 5.1 5.2 5.3 5.4 5.5 5.6 5.7 5 Operations Management & Support Technical Support Tier 2 11 KORE Service Delivery Tier 3 - Network & Systems Support Regional Outage Monitoring & Escalation Quality Management ISO 13485 FDA Title 21 Part 820 EU MDD/MDR WEEE 2012/19/EU HIPAA/GDPR OPCO Billing Reconciliation & Reporting Change / Release Management 6.1 6.2 6.3 6.4 6.5 6.6 6.7 Sustainment (reverse logistics) Advanced Manage Services Migration Planning and Implementation Advance Exchange / SWAP Returns Handling Sanitizing, Testing 7.3 FDA Reporting Site Maintenance OEM Warranty Management 7.1 End-of-Life Management 7.2 7.4 7.5 7.6 7.7 7 Analysis & Optimization Data Cleansing & Normalization Data Storage, Retrievals & Replays Data Enrichment & Contextualization Data Visualization AloT-Descriptive, Prescriptive, Predictive Security & Deep Network Monitoring using Metadata Transmission/Outage Analytics/Alerting 41#42KORE's leadership team Decades of leadership and domain expertise in loT with significant public company experience Romil Bahl President, Chief Executive Officer • 30 years of Tech, SaaS, IoT and Analytics experience in high- growth environments AT&T ● Infosys KORE Previous experience includes multiple CEO positions, both public company (PRGX) and PE (Lochbridge) as well as $9B P&L role as EVP & GM at CSC Deep bench of industry talent with public company expertise Booz | Allen | Hamilton CSC ● Puneet Pamnani Executive Vice President, Chief Financial Officer KEARNEY Responsible for managing all aspects of the organization's financial operations Previous experience as COO and CFO of Lochbridge and SVP of Corporate Strategy and M&A at PRGX Louise Winstone Tushar Sachdev EVP, CHRO EVP, CTO LOCHBRIDGE Marco Bijvelds SVP, EAP Deloitte. OLIVER WYMAN Sunder Somasundaram SVP, IOT Solutions & Solution Architecture Bryan Lubel EVP, loT Managed Services Steven Jones SVP, Global Carrier Management GP Georgia-Pacific PRGX® Telit Gideon Rogovsky SVP, Americas Landon Garner SVP, Marketing IBM xerox 42#43Abry Partners overview ● ● ● Founded in 1989, Abry Partners ("Abry") is a sector- focused private equity firm investing primarily in media, communications, software, and business and information services companies Completed over $82bn of investments involving over 550 properties >55 investment professionals based in Boston, MA, investing globally Raised over $18bn of equity capital through 19 investment funds Actively managing over $5.0 billion of capital Abry's longstanding relationships with limited partners include Fortune 100 pension funds, leading university endowments, major insurance companies and prominent investment funds KORE Selected Communications Investments MASERGY Global Networking Redefined KORE lightower fiber networks Jab broadband options Bbasefarm rackspace. link mobility äirband SECURUS TECHNOLOGIES ONE SOURCE NETWORKS ADD SECURE e-shelter BSO GRANDE COMMUNICATIONS Here For You SMART START® Separating Drinking From Driving CapRock COMMUNICATIONS™ RCN HOME CABLE TOWN PLUS adapt *ហា The unbelievable Machine Company DATAPIPE Your Competitive Edge" telx claranet hosting networks applications THE INTERCONNECTION & DATA CENTER COMPANY AXAND EMIC sentrum ROOT Q9 NETWORKS 43#44KORE: unique "one stop shop" loT enabler What How we do... we do it... KORE M CaaS Deploy Connectivity-as-a-Service (CaaS) delivering global connectivity to our customers in 190+ countries eSIM capability providing secure out of the box connectivity to support loT Use cases Core Network-as-a-Service (CNaaS) facilitating self-management and control telecoms capabilities as well as supporting Bring-Your-Own- Connectivity Device management tools with MDM software and remote pairing capabilities Network slicing and Local Break Out anticipating 5G network roll-out to meet customer business needs ● ● 0% Solutions Manage End-to-end services from strategy and security design, to networks and technology, to application enablement helping clients deploy end-to-end solutions Device selection, certification, configuration & MDM, call center services and lifecycle management Increasing footprint of bundled solutions to enable enterprise & solution provider customers Industry Specific Focus with regulatory and medical device compliance One-stop shop capability to deliver large solutions for enterprise customers Analytics Scale Advanced analytics supported by KORE's proprietary IP platform Analytics applicable across all loT Verticals (usage, meta and sensor) Micro-services architecture, API front- end enables third-party services, makes KORE One a sticky loT platform Fleet management Vehicle recovery and fleet management ► People and asset location tracking Customized location-based services Network security and monitoring Intelligent network monitoring loT traffic security 44#45Highly attractive financial profile ($ in millions) ($ in millions) $ 219 $ 59 $ 159 2021P 27% $ 60 $ 238 $ 70 $ 168 2022P 28% $67 Projected Revenue $ 276 $ 89 $ 187 2023P Managed Connectivity loT Solutions Projected Adj. EBITDA & Margin 2021P 2022P Note: Financials represent KORE's projections through 2025E developed for the purposes of this presentation KORE 30% $ 82 2023P $ 333 $ 120 $ 213 2024P 32% $ 107 2024P $ 414 $ 168 $ 246 2025P 34% $ 140 2025P +29.7% CAGR +11.5% CAGR 45#46Accelerating momentum in sales activity ($ in millions) TCV of New Business Wins¹ $ 110 $ 42 +69% Growth $ 27 $ 20 $ 20 2019 ■Q1 Q2 Q3 $ 186 $ 51 $ 58 $ 44 $ 33 2020 Q4 (1) TCV estimates include wins and opportunities created from new logos and scope expansions at existing customers KORE TCV of Opportunities Created¹ $ 519 $ 228 2019 +127% growth 2020 46#47Pro forma capitalization ($ in millions) Total Senior Debt Pre-Transaction Total Cash Net Debt Summary Capitalization $304 (10) $ 294 Total Senior Debt Total Cash Net Debt Pro Forma Note: Leverage metrics are calculated using 2022P EBITDA of $66.5M KORE $ 254 (143) $ 110 Pre transaction net debt of 4.4x lowered to 1.7x post SPAC merger Pre-Transaction 4.4 x 4.6 X Pro Forma Leverage (0.2)x ■ Debt Cash Pro Forma 1.7 x 3.8 x (2.2)x 47#48Pro forma EBITDA ($ in millions) Net Loss Change in fair value of warrant liabilities Tax Expense Interest expense, net Depreciation and amortization Impairment Taxes Pro forma EBITDA Pro forma EBITDA, Integron Stock based compensation (including payroll taxes) Foreign exchange Impact of carrier liability write off FIN48 Sales tax liability reserve adjustment VAT liability reserve adjustement Other income tax reserve adjustments Discretionary Outlays¹ Integration/Acquisition costs Unrealized Synergies Other items identified in covenant add-backs Est. Public Company costs Adj. EBITDA² 2019 $(23) (0) 25 48 4 (13) $ 40 8 2 1 (4) (2) (1) 0 9 5 1 (0) (2) $ 57 2020 $(35) 7 0 23 52 (5) $ 43 -O ON 1 7 5 1 O (2) $ 57 (1) Discretionary Outlays represent expenditures related to developing and growing new sales channels, initiatives, and markets, including KORE One development costs, sales development and channel sales teams, and loT Solutions. (2) Adj. EBITDA represents Adjusted EBITDA as defined for the Company's Credit Agreement. Certain adjustments have been included in the nature of those allowed by the credit agreement to reflect the Transaction perimeter. Note: KORE does not provide reconciliations of EBITDA or Adjusted EBITDA to net income on a forward-looking basis because KORE is unable to forecast the amount or significance of certain items required to develop meaningful comparable GAAP financial measures without unreasonable efforts. These items include gains or losses on sale or consolidation transactions, accelerated depreciation, impairment charges, gains or losses on retirement of debt and variations in effective tax rate, which are difficult to predict and estimate and are primarily dependent on future events, but which are excluded from the KORE's calculations of EBITDA and Adjusted EBITDA. KORE 48#49Select Risk Factors for PIPE Investors These Risk Factors are being provided to certain sophisticated institutional investors for potential investment in Cerberus Telecom Acquisition Corp. ("CTAC") as part of a proposed business combination between KORE Wireless Group, Inc. ("KORE") and CTAC pursuant to which KORE will become a publicly traded operating company (the “Business Combination”). Investing in securities (the “Securities”) to be issued in the Business Combination involves a high degree of risk. Investors should carefully consider the risks and uncertainties inherent in an investment in us and in the Securities, including those described below, before subscribing for the Securities. If we cannot address any of the following risks and uncertainties effectively, or any other risks and difficulties that may arise in the future, our business, financial condition or results of operations could be materially and adversely affected. The risks described below are not the only ones we face. Additional risks that we currently do not know about or that we currently believe to be immaterial could also have a material adverse effect on our business, financial condition or results of operations. You should review the investor presentation and perform your own due diligence prior to making an investment. the occurrence of any event, change or other circumstances that could give rise to the termination of negotiations and any subsequent definitive agreements with respect to the Business Combination; the outcome of any legal proceedings that may be instituted against CTAC, the combined company or others following the announcement of the Business Combination and any definitive agreements with respect thereto; the inability to complete the Business Combination due to the failure to obtain approval of the shareholders of CTAC, to obtain financing to complete the Business Combination or to satisfy other conditions to closing; ● ● ● ● ● ● ● ● changes to the proposed structure of the 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 Business Combination; the ability to meet stock exchange listing standards following the consummation of the Business Combination; the risk that the Business Combination disrupts current plans and operations of the Company, including relationships with customers, suppliers and business partners, as a result of the announcement and consummation of the Business Combination; the ability of the Company to control costs, including costs related to becoming a public company, the cost of procured cellular network connectivity, procured devices for resale, and operating expenses; the need to raise additional capital to finance operations or acquisitions, which may not be available on acceptable terms, or at all; exposure to compliance obligations and risks under anti-corruption, export controls and economic sanctions laws and regulations of the United States and applicable non-U.S. jurisdictions in which we operate, and instances of non-compliance may have a material adverse effect the results of operations of the business; KORE ● the ability to recognize the anticipated benefits of the 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; costs related to the Business Combination; changes in applicable laws or regulations, including foreign laws or regulations KORE is subject to; the possibility that the Company or the combined company may be adversely affected by other economic, business, and/or competitive factors; the Company's estimates of expenses and profitability; 49#50Select Risk Factors for PIPE Investors (Cont'd) the Company's dependence on cellular carrier networks as the base layer for its loT connectivity network services, and its ability to maintain good relationships and favorable terms and conditions with these cellular network carrier vendors; ● ● ● ● ● ● ● ● ● ● ● ● ● the Company's dependence on certain device and software vendors as critical components of its loT solutions, and its ability to maintain its relationship with these device and software vendors; the ability of the Company to accurately predict changes in customer demand due to matters beyond its control, maintain customers (particularly its largest customers) and attract new customers; the ability of the Company to successfully maintain market position and introduce new features in the Company's technology and software offerings in a timely fashion, including, but not limited to, integration of existing solutions with third-party software; the actions of Company competitors, including consolidation within the industry, pricing changes or the introduction of new solutions; service outages - including outages resulting from a failure of the Company's 3rd party data centers, outages in the cellular carrier networks that the Company uses for its connectivity services, or defects and bugs in either the Company's own technology or 3rd party hardware and software used for any of its market offerings - may lead to a demand for a potential refund of previously charged amounts, or for potential liability claims from customers; security breaches, compromises of information security and any related occurrences, as well as the transmission, use and disclosure of user data and personal information could give rise to liabilities or additional costs as a result of laws, governmental regulations and mobile network operator and other customer requirements or differing views of personal privacy rights; fire, earthquake or natural hazards affecting some of the customer's facilities or any of its 3rd party data centers may lead to an inability to provide its products and services for a period of time; the ability of the Company to obtain or maintain relevant intellectual property licenses or to protect its trademarks and internally developed software; technological developments affecting the Company's industry, which are evolving rapidly and the ability to secure agreements with existing vendors for future technologies; potential claims of IP infringement from 3rd parties; misappropriation of the Company's intellectual property which could place the Company at a material disadvantage; the ability of the Company to maintain and enhance its reputation, brand recognition and business, along with the security and reliability of its products and services; any financial forecasts presented may not prove accurate; the benefits of the Business Combination may not meet the expectations of investors, stockholders and financial analysts, which may depress the price of the securities of the Company; provisions in our organizational documents which may delay or discourage takeover attempts that shareholders may consider favorable; the ability to maintain customer relationships, existing pricing, and existing subscriptions, through upcoming cellular network sunsets; and other risks and uncertainties set forth in the section entitled "Risk Factors" and "Cautionary Note Regarding Forward-Looking Statements" in CTAC's Registration Statement on Form S-1 dated October 19, 2020. KORE 50

Download to PowerPoint

Download presentation as an editable powerpoint.

Related

Investor Presentation March 2024 image

Investor Presentation March 2024

Communication

Maximising Long-Term Value and Strategic Growth image

Maximising Long-Term Value and Strategic Growth

Communication

Sequans Capitalization and 5G Taurus Launch image

Sequans Capitalization and 5G Taurus Launch

Communication

Vodafone Company Presentation image

Vodafone Company Presentation

Communication

First Quarter 2023 Earnings Conference Call image

First Quarter 2023 Earnings Conference Call

Communication

Liberty Global Results Presentation Deck image

Liberty Global Results Presentation Deck

Communication

Third Quarter 2019 Results image

Third Quarter 2019 Results

Communication

Nextdoor SPAC Presentation Deck image

Nextdoor SPAC Presentation Deck

Communication