#1LILIUM LILIUM Investor Presentation - March 2021 11141#2Disclaimer 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 Lilium GmbH ("Lilium" or the "Company"), Qell Acquisition Corp. ("Qell") and the holding company that will acquire Lilium and Qell ("New Lilium") in the proposed business combination and related transactions (the "Proposed Transaction") and for no other purpose. Lilium, Qell and New Lilium are collectively referred to herein as the "Lilium Group". 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 the Lilium Group or any of their respective subsidiaries, shareholders, affiliates, representatives, partners, directors, officers, employees, advisers or agents be responsible or liable for any direct, indirect or consequential loss or loss of profit arising from the use of this presentation, its contents, 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 that the Lilium Group believes are reasonable. The Lilium Group has not independently verified the data obtained from these sources and cannot assure you of the data's accuracy or completeness, and this data is subject to change. This presentation does not purport to be exhaustive or to contain all the information that may be required to make a full analysis of the Lilium Group or the Proposed Transaction. You should make your own evaluation of the Lilium Group and of the relevance and adequacy of the information in this presentation, and you should make such other investigations as you deem necessary. Forward-Looking Statements and Risk Factors "1 This presentation contains certain forward-looking statements, including, but not limited to, statements regarding the benefits of the Proposed Transaction, the anticipated timing of the Proposed Transaction, the Lilium Group's proposed business and business model, the markets and industry in which the Lilium Group intends to operate, the anticipated timing of the commercialization and launch of the Lilium Group's business in phases, the expected results of the Lilium Group's business and business model when launched in phases, and Lilium Group's projected future results, including estimates related to revenue, EBITDA and gross margins. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future, "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions. Such statements are based on management's belief or interpretation of information currently available. Forward-looking statements are predictions, projections and other statements about future events that are based on management's current expectations with respect to future events and are based on assumptions and subject to risk and uncertainties and subject to change at any time. The Lilium Group will operate in a rapidly changing emerging industry. New risks emerge every day. Given these risks and uncertainties, you should not rely on or place undue reliance on these forward-looking statements. Actual events or results may differ materially from those contained in the projections or forward-looking statements. Many factors could cause actual future events to differ materially from the forward-looking statements in this presentation, including, but not limited to, the following risks: (i) the transaction may not be completed in a timely manner or at all, which may adversely affect the price of Qell's securities; (ii) the transaction may not be completed by Qell's business combination deadline and the potential failure to obtain an extension of the business combination deadline if sought by Qell; (iii) the parties fail to satisfy the conditions to the consummation of the transaction, such as Qell's shareholders or Lilium's shareholders failing to adopt the business combination agreement, failing to satisfy the minimum trust account amount following redemptions by Qell's public shareholders or an inability to secure necessary governmental and regulatory approvals; (iv) the lack of a third party valuation in Qell's determination to pursue the Proposed Transaction; (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the business combination agreement; (vi) the impact of COVID-19 on Lilium's business or the Proposed Transaction; (vii) the effect of the announcement or pendency of the Proposed Transaction on Lilium's business relationships, performance and operations generally; (viii) the Proposed Transaction disrupts Lilium's current business plans and operations or potential difficulties in Lilium employee retention as a result of the Proposed Transaction; (ix) the outcome of any legal proceedings that may be instituted against the Lilium Group related to the Proposed Transaction; (x) the Lilium Group's ability to obtain or maintain Qell's securities listing on the Nasdaq; (xi) the market price of Qell's and the post combination company's securities may be volatile due to a variety of factors, such as changes in the competitive environment in which the Lilium Group will operate, the regulatory framework of the industry in which the Lilium Group will operate, developments in the Lilium Group's business and operations, and changes in the capital structure; (xii) the Lilium Group's ability to implement business plans, operating models, forecasts, and other expectations and identify and realize additional business opportunities after the completion of the Proposed Transaction; (xiii) general economic downturns or general systematic changes to the industry in which the Lilium Group will operate, including a negative safety incident involving one of the Lilium Group's competitors that results in decreased demand for the Lilium Group's jets or services; (xiv) the Lilium Group and its current and future business partners will be unable to successfully develop and commercialize the Lilium Group's business, or experience significant delays in doing so; (xv) the post-combination company may never achieve or sustain profitability; (xvi) the post-combination company will need to raise additional capital to execute its business plan, which may not be available on acceptable terms or at all; (xvii) the post-combination company experiences difficulties in managing its growth, moving between development phases or expanding its operations; (xviii) third-party suppliers, component manufacturers or service provider partners are not able to fully and timely meet their obligations or deliver the high-level customer service that the Lilium Group's customers will expect; (xix) the Lilium Group's jets not performing as expected, delays in producing the Lilium Group's jets or delays in seeking full certification of all aspects of the Lilium Group's jets, causing overall delays in the anticipated time frame for the Lilium Group's commercialization and launch; (xx) the technology necessary to successfully operate the Lilium Group's business, as contemplated in the business models and financial forecasts, is delayed, unavailable, not available at commercially anticipated prices, not sufficiently tested, not certified for passenger use or otherwise unavailable to the Lilium Group based on its current expectations and anticipated needs; (xxi) any identified material weaknesses in the Lilium Group's internal control over financial reporting which, if not corrected, could adversely affect the reliability of the Lilium Group's financial reporting; (xxii) product liability lawsuits, civil or damages claims or regulatory proceedings relating to the Lilium Group's jets, technology, intellectual property or services; (xxiii) the Lilium Group's inability to secure or protect its intellectual property; and (xxiv) negative publicity about the Lilium Group, its employees, directors, management, shareholders, affiliated parties or Lilium's founders. The foregoing list of factors is not exhaustive. Forward-looking statements speak only as of the date they are made. You are cautioned not to put undue reliance on forward-looking statements, and the Lilium Group assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. The Lilium Group is not giving you any assurance that it will achieve its expectations. Use of Projections and Description of Partnerships This presentation contains Lilium's projected financial information, such as revenue, cost of goods sold, gross profit, operating capital expenditures, selling, general and administrative expense, EBITDA and gross margins through 2027. Such projected financial information constitutes forward-looking information based on management's reasonable expectations and is for illustrative purposes only and should not be relied upon as necessarily being indicative of future results. The assumptions and estimates underlying projected financial information are necessarily inherently uncertain and are subject to a wide variety of significant business, economic, competitive and other risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information, as discussed above under "Forward-Looking Statements". Actual results may differ materially from the results contemplated by the projected financial information contained in this presentation, and the inclusion of such information in this presentation should not be regarded as a representation by any person that the results reflected in such projections will be achieved. The Lilium Group'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 have not and will not express an opinion or provide any other form of assurance with respect thereto for the purpose of this presentation. This presentation contains descriptions of some of Lilium's business partnerships with whom Lilium has entered into feasibility studies, indications of interest, memorandums of understanding or other preliminary arrangements. These descriptions are based on the Lilium management team's discussions and the latest available information and estimates as of the date of this presentation. In each case, these descriptions are subject to negotiation and execution of definitive agreements which have not been completed as of the date of this presentation and, as a result, the nature, scope and content of these business partnerships remain subject to change. Lilium Investor Presentation 2021 2#3Disclaimer (Cont'd) Financial Information; Non-IFRS Financial Measures The financial information and data contained in this presentation is unaudited and does not conform to Regulation S-X. Accordingly, such information and data may not be included in, may be adjusted in or may be presented differently in, any solicitation statement, registration statement, or prospectus the Lilium Group files with the U.S. Securities and Exchange Commission (the "SEC"). Some of the financial information and data contained in this presentation, such as EBITDA, have not been prepared in accordance with IFRS. EBITDA is defined as net earnings (loss) before interest expense, income tax expense (benefit), depreciation and amortization. Management believes these non-IFRS measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Lilium Group's financial condition and results of operations. Management believes that the use of these non-IFRS financial measures provides an additional tool for investors to use in evaluating projected operating results and trends in the Lilium Group's business and can assist investors in comparing the Lilium Group's financial measures to those of other similar companies, many of which present similar non-IFRS or non-GAAP financial measures to investors. Management does not consider these non-IFRS measures in isolation or as an alternative to financial measures determined in accordance with IFRS. The principal limitation of these non-IFRS financial measures is that they exclude significant expenses and income that are required by IFRS to be recorded in the Lilium Group's financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-IFRS financial measures. The Lilium Group is not providing a reconciliation of its projected EBITDA for years 2024-2027 to the most directly comparable measure prepared in accordance with IFRS because the Lilium Group is unable to provide this reconciliation without unreasonable effort due to the uncertainty and inherent difficulty of predicting the occurrence, the financial impact, and the periods in which the adjustments may be recognized. For the same reasons, the Lilium Group is unable to address the probable significance of the unavailable information, which could be material to future results. You should review Lilium's audited financial statements, which will be included in the Registration Statement (as defined and discussed below) relating to the Proposed Transaction for a presentation of Lilium's historical IFRS financial information. All of Lilium's historical financial information included in this presentation is preliminary and subject to change pending completion of the audit in accordance with PCAOB auditing standards of Lilium's financial statements for the financial years ended December 31, 2019 and 2020. Where to Find Additional Information About the Lilium Group and the Proposed Transaction The Lilium Group intends to submit the Proposed Transaction to Qell's shareholders for their consideration by filing a registration statement on Form F-4 (the "Registration Statement") with the SEC. The Registration Statement will include proxy statements to be distributed to Qell's shareholders in connection with its solicitation for proxies for the vote by its shareholders on the Proposed Transaction and other matters described in the Registration Statement. The Registration Statement will also include a prospectus relating to the offer of New Lilium's securities to be issued to Qell's shareholders in connection with the completion of the Proposed Transaction. After the Registration Statement has been filed and declared effective, Qell will mail a definitive proxy statement and other relevant documents to its shareholders as of the record date established for voting on the Proposed Transaction. Qell's shareholders and other interested persons are advised to read the Registration Statement (and all amendments thereto) when they become available, because these documents will contain important information about the Lilium Group and the Proposed Transaction. Qell's shareholders may also obtain a copy of the Registration Statement and other documents that Qell files with the SEC, without charge, at the SEC's website located at www.sec.gov or by directing a request to Colleen Robar, Qell Acquisition Corp., 505 Montgomery Street, Suite 1100, San Francisco, CA 94111 or by telephone at +1 313-207-5960. Qell's shareholders or other potential investors in the Lilium Group should read the Registration Statement carefully before making any voting or investment decisions. INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. Participants in the Solicitation The Lilium Group and certain of their respective directors, executive officers and other members of management and employees may, under SEC rules, be deemed to be participants in the solicitations of proxies from Qell's shareholders in connection with the Proposed Transaction. Information regarding these deemed participants and their direct and indirect interests will be provided in the Registration Statement. You can find more information about Qell's directors and executive officers in Qell's final prospectus dated September 29, 2020 that was filed with the SEC on October 1, 2020. No Offer or Solicitation This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, 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. Trademarks This presentation contains the trademarks, service marks, trade names and copyrights of the Lilium Group and other companies, which are the property of their respective owners. Graphic Representations Aircraft depicted in this presentation have been rendered utilizing computer graphics. Lilium Investor Presentation 2021 3#4Lilium and Qell proposed business combination summary Transaction structure Valuation Capital structure ● ● Lilium GmbH to combine with Qell Acquisition Corp. ("Qell"), a publicly listed Special Purpose Acquisition Company ("SPAC") with ~$380M cash currently held in trust The transaction is expected to close in Q2 2021 It is anticipated that the post-closing company, Lilium N.V. ("Lilium"), will be listed on Nasdaq Transaction implies a fully diluted pro forma enterprise value of ~$2.4BN and ~$3.3BN pro forma equity value 0.7x 2026E revenue of $3.3BN - 3.4x 2026E EBITDA of $708M Transaction is expected to result in ~$830M of total gross proceeds raised to fund growth Existing Lilium shareholders will roll 100% of their equity and will own ~74%¹ of the pro forma company at closing Expected to fully fund plan to commercial launch of Lilium 7-Seater eVTOL jet Source: Management estimates. Note: Pro forma ownership at $10.00 IPO price. Assumes no redemptions by Qell's existing stockholders. Total gross proceeds based on ~$380M in cash from Qell trust account and a $450M PIPE. (1) Dual class equity structure to provide 3:1 super voting rights to Daniel Wiegand, subject to customary sunset provisions. Lilium Investor Presentation 2021 4#5Lilium & Qell overview Lilium Team Qell Team Daniel Wiegand Chief Executive Officer LILIUM Alex Asseily Chief Strategy Officer elvie JAWBONE Barry Engle Chief Executive Officer, Co-Founder, Director GM @Qell Acquisition Corp Source: Company Information. Geoff Richardson Chief Financial Officer cruise Goldman Sachs Yves Yemsi Chief Program Officer AIRBUS Sam Gabbita Chief Financial Officer, Co-Founder, Director @Qell CGG Acquisition Corp OIL AND GAS CLIMATE INITIATIVE CLIMATE INVESTMENTS Qell Target Industries ● ● Investment Thesis for Lilium ● ● ● Transportation Next-Gen mobility Sustainability industrial technology ● High growth & large TAM Differentiated proprietary technology Best-in-class team Early mover Solid & scalable business model Leading partners Lilium Investor Presentation 2021 LO 5#6Unique eVTOL technology proven over 4 generations of technology demonstrator aircraft. World-class leadership. World-class investors & partners. HQ Munich. 600+ employees. Dirk Gebser Manufacturing BAILLIE GIFFORD Patrick Nathen Product Co-Founder Tier 1 investors and board Sam Gabbita CFO QELL 20 Tencent 腾讯 atomico LGT M Alastair McIntosh Technology Source: Company information. Note: Information as of February 2021. Certifications in process, not yet obtained. ferrovial Yves Yemsi Program Sebastian Born Structure Co-Founder Eco-system of partners 4ACITURRI Lufthansa Aviation Training Daniel Wiegand CEO Co-Founder QPalantir Matthias Meiner Controls Co-Founder FEDERAL Certifying authorities AVIATION Barry Engle CEO QELL HOMION Tom Enders Board Member Airbus CEO 2007-19 EASA Europear Avation et Agercy Lilium Investor Presentation 2021 6#7Positioned to be the global leader in regional electric air mobility Team Assembled over 400 engineers with significant experience in the electric aviation industry. Economics Potential leading payload capacity, speed, range and highly attractive unit economics with access to ~$1.5- $3.0TN TAM. Source: Architectural performance assessment of an eVTOL aircraft (see sources). Morgan Stanley (see sources). Lilium business plan. Note: Planned service launch 2024. Technology Developed technologies required for high capacity, low noise, high efficiency, electric air travel. Service Will offer passenger mobility services (B2C) and jet leases to enterprises (B2B). This allows a greater proportion of the value chain to be captured. Aircraft First product will be a 7-Seater eVTOL jet projected to offer the highest capacity and lowest noise in the market. Partners Partnerships for eVTOL network for 14 vertiports in US exclusive to Lilium, in negotiation with 10 further sites to roll-out European network. Lilium Investor Presentation 2021#8Infrastructure and Training Partners ferrovial A leading global airport operator with $27BN of assets Lufthansa Aviation Training Leading European Aviation Training provider TTAVISTOCK DEVELOPMENT COMPANY Assets in > 200 companies, 13 countries Düsseldorf DUS Airport Köln Bonn Airport Two of Germany's most important and largest airports Tier 1 Aerospace Suppliers & Development Partners А ACITURRI Global manufacturer of aerostructures & engine components 'TORAY' Toray Advanced Composites Leading manufacturer of high performance carbon composites QPalantir Developer of the world's leading software for data driven decisions and operations Note: Some partnerships are in the process of being finalised into binding, definitive agreements. Source: Company filings. Company websites. Fortune. Citywire. Airport Association ADV. Private Equity Wire. Global Investors Tencenti Among the world's top technology companies BAILLIE GIFFORD One of UK's best performing funds - major investor in Tesla & Amazon atomico Among Europe's leading and largest early-stage investors p LGT A pioneering global impact investor Lilium Investor Presentation 2021 8#91354401 Troton Note: Advertising and US East Coast used for illustrative purposes only. Lilium is expecting to initially launch in Florida and Germany. Lilium pricing based on Business Plan. 7-Seater: 2026E. Time calculations based on Lilium flight time with average speed of 155 mph. Wall Street to Philadelphia 30 mins $170 LILIUM ROSS Lilium Investor Presentation 2021 Hayo#10378 PASS TR Palo Alto to Napa 25 mins $130 LILIUM Note: Advertising and US California used for illustrative purposes only. Lilium is expecting to initially launch in Florida and Germany. Lilium Pricing based on Business Plan. 7-Seater: 2026E. Time calculations based on Lilium flight time with average speed of 155mph. 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