Payoneer SPAC Presentation Deck

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July 2021

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#1Payoneer Connecting Today's Borderless World Investor Presentation | July 2021 Please see our SEC filings under "Payoneer Global Inc." for the most up to date information.#2Disclaimers This presentation does not constitute an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase any security. You should not construe the contents of this presentation as legal, tax, accounting or investment advice or a recommendation. Forward-Looking Statements Certain statements in this presentation may be considered "forward- looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or the Company's future financial or operating performance. In some cases, you can identify forward-looking statements by terminology such as "may," "should," "expect," "intend," "will," "estimate," "anticipate," "believe," "predict," "potential" or "continue," or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Payoneer and its management, as the case may be, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) the outcome of any legal proceedings that may be instituted against FTOC, the combined company or others following the announcement of the business combination with FTOC ("Business Combination") and any definitive agreements with respect thereto; (2) the ongoing ability to meet the Nasdaq's listing standards following the consummation of the Business Combination; (3) the risk that the completion of the Business Combination disrupts current plans and operations of Payoneer; (4) the ability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of the mbined company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; (5) costs related to the Business Combination; (6) changes in applicable laws or regulations; (7) the possibility that Payoneer or the combined company may be adversely affected by other economic, business and/or Payoneer competitive factors; (8) Payoneer's estimates of its financial performance; and (9) other risks and uncertainties set forth in the section entitled "Risk Factors" and "Cautionary Note Regarding Forward-Looking Statements" in the Company's Prospectus dated June 1, 2021 filed with the Securities and Exchange Commission. Nothing in this presentation should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. The Company does not undertake any duty to update these forward-looking statements. Financial Information; Non-GAAP 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 any proxy or may be presented differently in any proxy statement or registration statement filed with the SEC. The "Pro Forma" financial data included herein has not been prepared in accordance with Article 11 of the SEC's Regulation S-X, is presented for informational purposes only and may differ materially from the Regulation S-X compliant unaudited pro forma financial statements of Payoneer included in the Proxy Statement in connection with the Business Combination. Except as otherwise noted, all references herein to full-year periods refer to Payoneer's fiscal year, which ends on December 31. Some of the financial information and data contained in this presentation, such as Adjusted Revenue has not been prepared in accordance with United States generally accepted accounting principles ("GAAP"). Payoneer defines Adjusted Revenue as Revenue less revenue from two travel marketplaces and interest income. Payoneer uses these non-GAAP measures to compare Payoneer's performance to that of prior periods for budgeting and planning purposes. Payoneer believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Payoneer's results of operations. Payoneer's method of determining these non-GAAP measures may be different from other companies' methods and, therefore, may not be comparable to those used by other companies and Payoneer does not recommend the sole use of these non-GAAP measures to assess its financial performance. Payoneer management does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in Payoneer'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-GAAP financial measures. In order to compensate for these limitations, management presents non-GAAP financial measures in connection with GAAP results. You should review Payoneer's financial statements, which were included in the Proxy Statement in connection with the Business Combination, and not rely on any single financial measure to evaluate Payoneer's business. Other companies may calculate Adjusted Revenue differently, and therefore Payoneer's Adjusted Revenue may not be directly comparable to similarly titled measures of other companies. See the Appendix for a description of these non-GAAP measures and a reconciliation of the historic measures to Payoneer's most comparable GAAP financial measures. Industry and Market Data In this presentation, Payoneer relies on and refers to certain information and statistics obtained from third-party sources which it believes to be reliable, including reports by market research firms. Payoneer has not independently verified the accuracy or completeness of any such third- party information. This presentation may contain trademarks, service marks, trade names and copyrights of other companies, which are the property of their respective owners. 2#3Who we are Global payment and commerce- enabling platform powering growth for millions of digital businesses Our mission Democratize access to financial services and drive growth for digital businesses of all sizes from around the world Payoneer#4Payoneer at a glance Payoneer Team Locations Payoneer New Planned Locations "Payoneer has been our passport for global growth." Tophatter 5M+ Marketplaces, enterprises and SMBs (1) (2) 190+ Countries and territories (2) $44.4B 2020 volume $345.6M 2020 revenue 1. Customer count includes all customers since launch and excludes the end customers of Payoneer's Enterprise GBT clients. 2. As of December 31, 2020. 4#5The power of our platform }/ We combine modern technology and global service to drive growth for our customers Payoneer We have a trusted, recognized brand across both the developed and emerging world 0 We have a robust and scalable compliance, risk & regulatory infrastructure We connect and monetize two- sided networks We provide global connectivity with localized capabilities 5#6We connect & monetize two-sided networks Ensure Global Compliance Omni-Channel Commerce Streamline B2B Payments Payoneer Marketplaces Access New Markets Drive Global Growth Partners Data Security Risk Management Payoneer Flexible Technology D SMBs Attract New Customers Find New Partners Banks Payoneer delivers 200%+ more volume retention (1) 1. Compared to white label bank payments for same marketplaces. Access Growth Capital Act Local Globally In-Network Instant Payments 6#7We make global business local "What I love about Payoneer is the freedom I have to use it all over the world." Eliana-Argentina-SMB Payoneer REACH 190+ Countries and territories (1) SCALE 7,000 Trade corridors (1) HARD TO REPLICATE 15+ Years to build 1. As of December 31, 2020. 7#8Our foundation: robust technology, risk and compliance infrastructure Payoneer Global Banking Infrastructure Smart Routing platform •Redundancy in over 100 countries(1) •100+ countries local clearing(1) Data & Machine Learning •Lifetime value and churn prediction •Fraud management and Working Capital underwriting models CRM indicators and success measurement Risk & Compliance Global SMB onboarding & underwriting •300k applications monthly(2) • Unique risk management capabilities ● Payoneer Global Operations Localized global account management •Dozens of languages supported Scaled regional operations Regulatory Infrastructure • Regulated across key markets including US, Europe, Hong Kong, Japan, Australia(1) Licensed MasterCard issuer Comprehensive AML program Secure, Scaled Technology •Robust cybersecurity API access across platform •Accounting/ERP/Partner integrations 1.As of December 31, 2020. 2. Based on an average of monthly applications from January 2020 to December 2020. 8#9Comprehensive product suite Payoneer Global Payments B2B AP / AR Compliance & Risk Services Wall Multi-Currency Account Working Capital Tax Solutions Physical & Virtual Cards Merchant Services Green Channel 9#10Simple Global Payments for Marketplace Ecosystems Payoneer works with 9 of the top 20 most valuable companies in the world (1) Streamlined Global Mass Payments > O Payoneer API Integration for Onboarding and Payment Flows "Payoneer provides the best-in-class support to Shopee's one stop cross-border seller solution." Shopee Payoneer 1. As of December 31, 2020, based on market capitalization from CapitallQ. Global Collections for Marketplace SMBs -ko Payoneer account Mobile wallet Local bank transfer Physical & virtual cards Bank wire Paper check 10#11B2B AP/AR Momentum Demonstrates Ability to Extend the Platform B2B AP/AR Localizing Global Payments for Exporters and Importers Seller Invoice Payoneer O Payment into Multi-Currency Account Buyer 1. Year over year volume growth is based on 2019 and 2020 calendar year. ($ in mm) $1,000 $800 $600 $400 $200 Volume 140%+ YOY Volume Growth in 2020(1) Q1'17 Q2'17 Q3'17 Q4'17 Q1'18 Q2'18 Q3'18 Q4'18 Q1'19 Q2'19 Q3'19 Q4'19 Q1'20 Q2'20 Q3'20 Q4'20 "Payoneer has solved all my business issues regarding payment, which makes it really easy to operate globally." Jorge - Spain - SMB 11#12Payoneer - Beyond Payments US Marketplace Customer Profile $1bn+ annual volume (1), 60%+ CAGR (2) MARKETPLACES Payoneer Value Mass Payouts Tax Solutions Compliance NEW IN 2020 Mexico Marketplace NEW OPPORTUNITIES Working Capital Green Channel Trust Services Merchant Services 1. For each of the years ended December 31, 2019 and 2020. 2. Two-year Volume CAGR between 2018A and 2020A. Payoneer SMP in Hong Kong So Customer Profile $100mm+ annual volume (1), 50%+ CAGR (3) MARKETPLACES amazon wish Lazada S Shopee ebay 3. Four-year Volume CAGR between 2016A and 2020A. Payoneer Value Global Payments B2B AP/AR Global Multi-Currency Account Tax Solutions NEW IN 2020 Working Capital Green Channel NEW OPPORTUNITIES Merchant Services Digital Purchasing Card AP Payments to Suppliers 12#13Why we win O Payoneer advantages Global brand with presence across 190+ countries (1) ● ● ● ● ● Broad ecosystem of SMBs, marketplaces and partners with powerful network effects Leading infrastructure and product platform built over 15+ years Deep risk management and compliance expertise Extensible and scalable business model 1. As of December 31, 2020. Payoneer Landscape llall Global digital payment providers Local niche players Large banks 13#14We go to market globally with a trusted, empowering global brand The Payoneer brand Payoneer Brand is trusted and represents empowerment and connectivity Payoneer Global & local teams Local teams, global marketing platform, enable close engagement with customers Connecting marketplaces and SMBs Connect marketplaces, partners and SMBs at events all over the world to engage, learn and grow In the Top 1,000 Most Trafficked Websites in the World (1) Payon Network effects 1. Payoneer's Alexa Rank is 915 as of January 11, 2021 based on 90-Day Average Global Internet Traffic - https://www.alexa.com/siteinfo/payoneer.com Payoneer Payonee Connect marketplaces, partners and SMBs at events all over the world to engage, learn and grow 14#15Driving powerful network effects Strong network effects powering our customer acquisition Payoneer Marketplaces More Customers More Data Payoneer Platform More Clients SMBs gg Enterprises More Volume Proven out by our rapid acceleration of new customer additions (1) 7x Increase in size of new cohorts (2) 2011A 2012A 2013A 2014A 2015A 2016A 2017A 2018A 2019A 2020A 1. Ending Q4-2020. 2. Over the period starting 2014 and ending 2020. 15#16... And resulting in strong volume cohort performance and highly attractive unit economics 2009A 2020 volume (1) ~426x Volume (1) Growth from 2009-2020 2010A 2011A 2012A 2013A 2014A 2015A 2016A 2017A 2018A Payoneer 2019A 2020A Cohort 2019 Cohort 2018 Cohort 2017 Cohort 2016 Cohort 2015 Cohort 2014 Cohort Pre 2014 Cohort 2020A >100% Net volume retention (2) <12 months Payback period (3) 1. SMB cohort Volume. 2. As of 2020-Net Retention = Current period Volume from existing customers/ prior period Volume from existing customers. 3. For 2019 cohort. 16#17A multi-pronged strategy to deliver sustained growth Leverage market momentum & scale Extend Leadership with Marketplace Ecosystems Payoneer Expand ecosystem Accelerate Strategic and Channel Partnerships B Product extension Ramp merchant services, working capital & card growth platforms Investment in product and infrastructure Inorganic growth Pursue Targeted, Strategic M&A optile Acquired 2020 17#18Secular tailwinds & innovative product offering drive top-line growth Strong network effects powering our customer acquisition $14 2017A % YoY Growth $22 2018A 57% $29 2019A 35% $44 2020A 53% Proven out by our rapid acceleration of new customer additions (1) $215 2017A % YoY Growth $260 2018A 21% $318 2019A 22% $346 2020A 9% Adjusted Revenue YoY growth rate of 31% (1) 1. Adjusted Revenue is defined as Revenue less Revenue from two travel marketplaces and interest income. Adjusted Revenue YoY growth rate of 31% in 2020A is based on 2019A and 2020A Revenue of $318mm and $346mm, respectively, less Revenue of $74mm and $27mm for 2019A and 2020A, respectively, attributable to two travel marketplaces and interest income. See Appendix for reconciliation. Payoneer 18#19Long-term target business model Payoneer Illustrative long-term targets 20%+ Revenue growth 20%+ EBITDA margin 19#20Key investment highlights Massive Addressable Market with Strong Tailwinds Robust Global Platform, Brand, Product Suite and Network Effects Create Sustainable Competitive Advantage Payoneer nnn Compelling Unit Economics and Business Model Multi-Pronged Growth Strategy Builds on Accelerating Momentum Proven Team With Demonstrated Ability to Drive Growth and Shareholder Value While Managing Risk 20#21Appendix Payoneer 21#22Reconciliation to adjusted revenue Payoneer ($ in mm) Revenue (-) Revenue attributable to two travel marketplaces and interest income Adjusted revenue 2017A $215 (27) $188 Year ended December 31 2018A $260 (49) $211 2019A $318 (74) $244 2020A $346 (27) $319 22#23Pro forma share count The information below has been provided for the benefit of the investors and should be read in conjunction with the information provided in the Current Report as filed with the US SEC on July 1, 2021 (the "8-K") and represents the capitalization of the company upon the closing date of the business combination with FTAC Olympus Acquisition Corp., June 25, 2021 (the "Closing Date"). Some of the information below contains important factors that could cause actual results to differ materially from the results described in or implied in the footnotes below. The table below is based on the unaudited proforma information provided in the 8-K. Total Payoneer FTAC Olympus Acquisition Corp¹. Existing Payoneer Shareholders². PIPE Shares Total Company Common Stock Outstanding at Closing (excluding unvested Common Stock, Payoneer Earn-out shares and Management Transaction Bonus Plan Pool) Payoneer Earn-Out Shares..... Management Transaction Bonus Plan Pool Total Company Common Stock Outstanding at Closing (excluding unvested Common Stock).. Additional information not included in the table above: Outstanding Payoneer options, RSUS and warrants² 3 Outstanding FTAC Olympus warrants.. Incentive Equity Plan (unallocated)³ Employee Stock Purchase Plan³ Payoneer Shares 77,081,295 231,263,364 30,000,000 338,344,659 30,000,000 1,000,000 369,344,659 52,115,570 25,158,125 38,016,011 7,603,202 % 22.7% 68.4% 8.9% 100% 1 FTAC Olympus Acquisition Corp: based on outstanding shares, as of the Closing Date, of 59,611,310 FTOC Class A ordinary shares (following the redemption of 18,033,066 shares); 5,823,328 FTOC Class B ordinary shares which are not subject to restrictions; and 11,646,656 FTOC Class B ordinary share (the "Founder Shares") which are subject to restriction per section 1.2 of the Sponsor Share Surrender and Share Restriction Agreement. Founder Shares holders shall not Transfer, or permit the Transfer of, a number equal to 50% of the Founder Shares, until the first date that New Payoneer common stock price equals or is greater than $15.00 per share for any 20 Trading Days within any 30 Trading Day period; and FTOC Class B shareholders shall not Transfer, or permit the Transfer of, a number equal to 50% of the Founder Shares, until the first date that the New Payoneer common stock price equals or is greater than $17.00 per share for any 20 Trading Days within any 30 Trading Day period. 2 The information provided in the table as well as the additional information related to the outstanding Payoneer options and warrants is based on an exchange ratio of 1.88. 3 Total of 52,115,570 Payoneer options, RSUS and warrants are outstanding as of June 25th, 2021, with a weighted average exercise price of $1.95 per share. The number of outstanding options, RSUS and warrants is post conversion at Closing into the right to receive cash consideration of up to 15% thereof. 4 25,158,125 FTOC Public Shareholders' Warrants with an exercise price of $11.50 per share are outstanding. These warrants expire five years after the Closing Date, or earlier upon redemption or liquidation as described in the "DESCRIPTION OF NEW PAYONEER SECURITIES" section of the prospectus and proxy statement as filed with the US SEC on June 1, 2021. 5 The New Starship Incentive Equity Plan and Employee Stock Purchase Plan approved and adopted following the Closing Date, and to be used for future grants, as described in Section 7.18(a) and (b) of the Reorganization Agreement. 23#24Risk Factors 1/6 Certain factors may have a material adverse effect on our business, financial condition, and results of operations. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties that we are unaware of, or that we currently believe are not material, may also become important factors that adversely affect our business. If any of the following risks actually occurs, our business, financial condition, results of operations, and future prospects could be materially and adversely affected. In that event, the trading price of our common stock following the business combination could decline, and you could lose part or all of your investment. 1. Our business depends on a strong and trusted brand, and failure to maintain and protect our brand, or damage to our reputation, or the reputation of our partners, could adversely affect our business, financial condition or results of operations 2. Our success depends on our ability to develop products and services to address the rapidly evolving market for payment services and if we are not able to implement successful enhancements and new features for our products and services, we could lose customers or have trouble attracting new customers, and our ability to grow may be limited 3. Substantial and increasingly intense competition in the worldwide financial services and payments industry, including on pricing and payment alternatives, could adversely affect our margins, business and results of operations. Competitive activity by our partners and clients that insource payment services or directly compete against our services could adversely affect our business 4. We are dependent upon consumers' and merchants' continued and unimpeded access to the internet, and upon their willingness to use the internet for commerce 5. Declines in ecommerce utilization generally, including as a result of the recovery of brick-and-mortar sales following the COVID-19 pandemic, could have a material adverse effect on our business, financial condition and our results of operations and financial condition Payoneer 24#25Risk Factors 2/6 6. Unauthorized disclosure, destruction or modification of data, through cybersecurity breaches, computer viruses or otherwise, or disruption of our services, could expose us to liability and/or damage our reputation 7. Failure to protect, enforce and defend our intellectual property rights, may diminish our competitive advantages or interfere with our ability to market and promote our products and services. We use open-source software and may be subject to claims from licensors related to ownership and use rights 8. Our products and services may not function as intended due to errors in our or our third-party providers' software, hardware, and systems, product defects, or due to security breaches or human error in administering these systems, which could materially and adversely affect our business 9. Our systems and our third-party providers' systems may be subject to system failures or capacity constraints and, resulting interruptions in the availability of our platform, products, or services, including the accessibility of our solutions through mobile devices, could harm our business 10. Because we rely on third parties to provide services, we could be adversely impacted if they fail to fulfill their obligations or if our arrangements with them are terminated and suitable replacements cannot be found on commercially reasonable terms or at all 11. From time to time we are subject to various legal proceedings which could adversely affect our business, financial condition or results of operations 12. Our risk management framework, including our counterparty risk management, may not be fully effective in mitigating our risk exposure against all types of risks Payoneer 25#26Risk Factors 3/6 13. The failure to attract and retain key personnel could have a material adverse effect on our business 14. Acquisitions, joint ventures or other strategic transactions create certain risks and may adversely affect our business, financial condition or results of operations 15. We are subject to risks relating to the availability of capital for our Working Capital products, as well as risk of losses relating to our Working Capital products 16. Our business is subject to extensive government regulation and regulatory oversight, as well as extensive, complex, overlapping, and frequently changing rules, regulations, and legal interpretations. Failure to comply with these rules and regulations, or adjust to changes thereof, may result in enforcement actions by regulatory bodies, including improvement orders, fines or the loss of a license to provide services in the jurisdictions we provide services from, which may prevent us from serving customers in certain countries or offering certain services in certain countries, and could materially harm our business 17. Our results of operations may be adversely affected as a result of any decrease in revenue from customers operating in China as a result of regulatory changes or occurrences under other risk factors discussed herein. As a significant portion of our revenue is generated from China, any negative impact to our ability to serve customers based in China could exacerbate the other risks set forth herein 18. Our business is subject to complex and evolving regulations and oversight, including in relation to privacy and data protection. Failure to comply with applicable data protection laws and regulations could subject us to fines and reputational harm 19.If we fail to comply with the applicable rules and policies of the payment network card schemes or the terms of a payment network card scheme license, they could seek to fine us, suspend us or terminate our participation license, which could adversely affect our business 20. Our results of operations may be adversely affected by changes in foreign currency exchange rates Payoneer 26#27Risk Factors 4/6 21. If we fail to comply with the applicable requirements of our counterparty financial institutions and banking partners, they could seek to suspend or terminate our accounts, which could adversely affect our business 22. We depend on counterparty financial institutions and payment service providers to support our operations. If one or more of our counterparty financial institutions or payment service providers default on their financial or performance obligations to us, change their business strategy or requirements, become subject to regulatory action, or fail, our results of operations and financial condition may be adversely affected and we may incur significant losses 23. Failure to effectively deal with bad, fraudulent or fictitious transactions and material internal or external fraud could negatively impact our business 24. Use of our payments services for illegal purposes could harm our business 25. Changes and evolving requirements in tax laws or their interpretation, including as applied to us and our customers, could adversely affect our business 26.Any factors that reduce cross-border trade or cross-border digital commerce, make such trade or commerce more difficult or diminish e- commerce sales and/or limit activity of ecommerce marketplaces could harm our business 27. Our failure to manage our customer funds properly could harm our business Payoneer 27#28Risk Factors 5/6 28. Our business may be adversely affected by geopolitical and other risks associated with global operations. As we continue to expand internationally, including within emerging markets, we may become more susceptible to these risks. A significant number of our employees, including certain management members, are employed under our Israeli subsidiary, and accordingly, political, economic, and military conditions in Israel and the surrounding region may directly affect our business and operations. An occurrence of a natural disaster, widespread health epidemic, war or other outbreaks could have a material adverse effect on our business, financial condition and results of operations. For example, in the first two quarters of 2020, as a result of the COVID-19 pandemic, travel-related commerce significantly declined 29. The extent to which the COVID-19 pandemic and measures taken in response thereto impact our business, results of operations and financial condition will depend on future developments, which are highly uncertain and cannot be predicted 30. Failure to comply with anti-money laundering, economic and trade sanctions regulations and similar laws, could subject us to penalties and other adverse consequences 31. We depend on technical systems that are dependent on timely adjustment to changing sanctions regulations and laws 32. If we are unable to renew client contracts at favorable terms or we lose significant clients, or if an ecommerce marketplace were to prevent our customers from using our services to get payment from such marketplace, our results of operations and financial condition may be adversely affected. For example, customers that use our platform to receive payments from Amazon marketplaces around the world generate a significant portion of our revenue and accordingly, should Amazon change its requirements or impose restrictions on sellers on its platform, our financial condition and results of operations may be adversely impacted Payoneer 28#29Risk Factors 6/6 33. As our revenue has increased, our growth rate has slowed at times in the past and may slow or decline in the future. Future revenue growth depends on our ability to retain existing customers, attract new customers, and increase sales to both new and existing customers 34. Following the completion of the business combination, the price of our common stock could decline if securities analysts do not publish research or if securities analysts or other third parties publish inaccurate or unfavorable research about us 35. Following the completion of the business combination, future sales of our common stock, or the perception that such sales may occur, could depress our common stock price 36. If we fail to implement and maintain effective internal controls over financial reporting, we may be unable to accurately or timely report our financial condition or results of operations, which may adversely affect our business 37. Our management team has limited experience managing a public company 38. We will incur increased costs as a result of operating as a public company, and our management will be required to devote substantial time to new compliance initiatives and corporate governance practices Payoneer 29

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