#1Rover Investor Presentation February 2021#2Legal Disclaimer This presentation contains proprietary and confidential information regarding A Place for Rover, Inc. ("Rover") and Nebula Caravel Acquisition Corporation ("NCAC") and is being provided on a strictly confidential basis to assist interested parties in making their own evaluation with respect to a potential business combination between Rover and NCAC and related transactions (the "Potential Business Combination") and for no other purpose. By reviewing or reading this presentation, you will be deemed to have agreed to the obligations and restrictions set out below. Without the express prior written consent of Rover and NCAC, this presentation and any information contained within it may not be (1) reproduced (in whole or in part), (2) copied at any time, (3) used for any purpose other than your evaluation of Rover or (4) provided to any other person, except your employees and advisors with a need to know who are advised of the confidentiality of the information. This presentation supersedes and replaces all previous oral or written communications between the parties hereto relating to the subject matter hereof. This presentation and any oral statements made in connection with this presentation do not constitute an offer or invitation or solicitation of any offer to sell or purchase any securities, or the solicitation of any vote, consent or approval in any jurisdiction in connection with the Potential Business Combination or any related transactions, nor shall there be any sale, issuance or transfer of any securities in any jurisdiction where, or to any person to whom, such offer, solicitation or sale may be unlawful under the laws of such jurisdiction. This presentation does not constitute either advice or a recommendation regarding any securities. Any offer to sell securities will be made only pursuant to a definitive Subscription Agreement and will be made in reliance on an exemption from registration under the Securities Act of 1933, as amended, for offers and sales of securities that do not involve a public offering. NCAC and the Rover reserve the right to withdraw or amend for any reason any offering and to reject any Subscription Agreement for any reason. The communication of this presentation is restricted by law; it is not intended for distribution to, or use by any person in, any jurisdiction where such distribution or use would be contrary to local law or regulation. No representations 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 Rover, NCAC or any of their respective subsidiaries, stockholders, 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. Recipients of this presentation are not to construe its contents, or any prior or subsequent communications from or with NCAC, Rover or their respective representatives as investment, legal or tax advice. 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 analysis of Rover or the Potential Business Combination. Recipients of this presentation should each make their own evaluation of Rover and of the relevance and adequacy of the information and should make such other investigations as they deem necessary. Forward-Looking Statements Information in this presentation represents current expectations relating to transaction structure and is subject to further discussion and negotiation of definitive documentation in its entirety. All statements in this presentation other than statements of historical fact, including, but not limited to, statements regarding Rover's future operating results, financial position, business strategy, addressable market, anticipated benefits of its technologies, and plans and objectives for future operations and offerings are "forward-looking statements" and can often be identified by the use of terminology such as "may," "will," "estimate," "intend," "continue," "believe," "expect," "anticipate," "should," "could," "potential," "projection," "forecast," "plan," "trend," "assumption," "opportunity," "predict," "seek," "target," or similar terminology, although not all forward-looking statements contain these identifying terms. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of other financial and performance metrics, projections of market opportunity and market share, expectations and timing related to commercial product launches, potential benefits of the transaction and the potential success of Rover's strategy, and expectations related to the terms and timing of the transaction. These forward-looking statements are based upon Rover management's current expectations, assumptions and estimates as of the date of this presentation and are not guarantees of future results or the timing thereof. .These forward-looking statements are provided for illustrative purposes only and are not intended to serve, and must not be relied on by any investor, as a guarantee, assurance, prediction or definitive statement of fact or probability. Actual results may differ materially from those contemplated in these statements due to a variety of risks and uncertainties, including, but not limited to, risks and uncertainties related to the inability of the parties to successfully or timely consummate the Potential Business Combination, including the risk that any required regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected benefits of the Potential Business Combination is not obtained, failure to realize the anticipated benefits of the Potential Business Combination, risks related to Rover's ability to execute on its business strategy, attract and retain users, develop new offerings, enhance existing offerings, compete effectively, and manage growth and costs, the duration and global impact of COVID-19, the number of redemption requests made by NCAC's public stockholders and the ability of NCAC's or the combined company to issue equity or equity-linked securities in connection with the proposed business combination or in the future; and those factors discussed in documents of NCAC filed, or to be filed, with SEC. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that neither NCAC nor Rover presently know or that NCAC and Rover currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect NCAC's and Rover's expectations, plans or forecasts of future events and views as of the date of this presentation. NCAC and Rover anticipate that subsequent events and developments will cause NCAC's and Rover's assessments to change. The information contained herein is provided only as of the date on which this presentation is made and is subject to change. However, while Rover and NCAC may elect to update these forward-looking statements in the future, each of Rover and NCAC is not under any obligation, and expressly disclaims any duty, to update or otherwise revise the information after the date of presentation, whether as a result of new information, new developments or otherwise. These forward-looking statements should not be relied upon as representing NCAC's and Rover's assessments as of any date subsequent to the date of this presentation. Accordingly, you should not place undue reliance on the forward-looking statements. Rover and NCAC have not independently verified the statistical and other industry data generated by independent parties and contained in this presentation and accordingly cannot guarantee their accuracy or completeness. Use of Data The data contained herein is derived from various internal and third-party industry publications and sources as well as from research reports prepared for other purposes. Neither NCAC nor Rover 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. No representation is made as to the reasonableness of the assumptions made within or the accuracy or completeness of any projections or modeling or any other information contained herein. Any data on past performance or modeling contained herein is not an indication as to future performance. Rover and NCAC assume no obligation to update the information in this presentation. Rover 2#3Legal Disclaimer Trademarks Rover and NCAC own or have rights to various trademarks, service marks and trade names that they use in connection with the operation of their respective businesses. This presentation may also contain trademarks, service marks, trade names and copyrights of third parties, which are the property of their respective owners. The use or display of third parties' trademarks, service marks, trade names or products in this presentation is not intended to, and does not imply, a relationship with Rover or NCAC, or an endorsement or sponsorship by or of Rover or NCAC. Solely for convenience, the trademarks, service marks, trade names and copyrights referred to in this presentation may appear without the TM, SM, ® or symbols, but such references are not intended to indicate, in any way, that Rover or NCAC will not assert, to the fullest extent under applicable law, their rights or the right of the applicable licensor to these trademarks, service marks, trade names and copyrights. Use of Projections The projections, estimates and targets in this presentation are forward-looking statements that are based on assumptions that are inherently subject to significant uncertainties and contingencies, many of which are beyond Rover and NCAC's control. Such projections, estimates and targets are included for illustrative purposes only and should not be relied upon as necessarily being indicative of future results. While all projections, estimates and targets are necessarily speculative, Rover and NCAC believe that the preparation of prospective financial information involves increasingly higher levels of uncertainty the further out the projection, estimate or target extends from the date of preparation. The assumptions and estimates underlying the projected, expected or target results are inherently uncertain and are subject to a wide variety of significant business, economic, regulatory and competitive risks and uncertainties that could cause actual results to differ materially from those contained in such projections, estimates and targets. The inclusion of projections, estimates and targets in this presentation should not be regarded as an indication Rover and NCAC, or their representatives, considered or consider the financial projections, estimates and targets to be a reliable prediction of future events. The independent auditors of NCAC and of Rover did not audit, review, compile or perform any procedures with respect to the projections for the purpose of their inclusion in this presentation, and accordingly, neither of them expressed an opinion or provided any other form of assurance with respect thereto for the purpose of this presentation. Financial Information; Non-GAAP Financial Measures The financial information and data for the year ended December 31, 2020 are 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 proxy statement or registration statement to be filed by NCAC or Rover with the SEC. Some of the financial information and data contained in this presentation, such as Adjusted EBITDA and Adjusted EBITDA margin, have not been prepared in accordance with United States generally accepted accounting principles ("GAAP"). Adjusted EBITDA is defined as net loss adjusted for interest and taxes, depreciation and amortization, other income or expenses, stock-based compensation, restructuring costs, and M&A integration costs. Adjusted EBITDA margin is defined as Adjusted EBITDA divided by revenue. Adjusted EBITDA has been included in this presentation because it is a key measure used by Rover management and board of directors to evaluate its operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, the exclusion of certain expenses in calculating Adjusted EBITDA facilitates operating performance comparisons on a period-to-period basis and, in the case of exclusion of the impact of equity-based compensation and M&A expenses, excludes items that Rover does not consider to be indicative of its core operating performance. Accordingly, Rover and NCAC believe that the use of these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating Rover's operating results in the same manner as its management and board of directors. Non-GAAP financial measures have limitations as an analytical tool, and you should not consider them in isolation or as a substitute for analysis of our results as reported under GAAP. For example other companies may calculate non-GAAP measures differently, or may use other measures to calculate their financial performance, and therefore Rover's non-GAAP measures may not be directly comparable to similarly titled measures of other companies. 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 Rover'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. A reconciliation of the non-GAAP financial measures to the corresponding GAAP measures is included in the supplemental materials at the end of the presentation. A reconciliation forward-looking non-GAAP financial measures has not been provided because the various reconciling items are difficult to predict and subject to constant change. Important Information for Investors and Stockholders NCAC and Rover and their respective directors and executive officers and other members of management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of NCAC stockholders in connection with the Potential Business Combination. Investors and security holders may obtain more detailed information regarding the names and interests in the Potential Business Combination of NCAC's directors and officers in NCAC's filings with the SEC, including NCAC's registration statement on Form S-1, which was originally filed with the SEC on September 4, 2020. To the extent that holdings of NCAC's securities have changed from the amounts reported in NCAC's registration statement on Form S-1, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies to NCAC's stockholders in connection with the Potential Business Combination will be set forth in the proxy statement/prospectus on Form S-4 for the Potential Business Combination, which is expected to be filed by NCAC with the SEC. This presentation is not a substitute for the registration statement or for any other document that NCAC may file with the SEC in connection with the Potential Business Combination. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain free copies of other documents filed with the SEC by NCAC through the website maintained by the SEC at http://www.sec.gov. 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. *Rover 3#4Team and Presenters Rover • Aaron Easterly Co-Founder and CEO, Rover Microsoft • Tracy Knox CFO, Rover Brent Turner COO, Rover Adam Clammer Founding Partner, True Wind Capital drugstore. the uncommon drugstore Rightside™ Co-Founder and CEO of Rover GeekWire's 2016 CEO of the Year and a 2014 EY Entrepreneur of the Year Award winner for the Pacific Northwest Previously general manager at Microsoft, where he managed advertiser marketplaces worth $3 billion • CFO of Rover Previously CFO for A Place for Mom, UIEvolution, Drugstore.com, and Rightside • COO of Rover • Microsoft Previously President of Code Fellows, a digital trade school in Seattle • Former Executive Vice President at aQuantive • Founding Partner of True Wind Capital TRUE WIND • Former Founder and Head of KKR Global Technology Group KKR T • Boards include LPRO, AVGO, GDDY, NXPI, JAZZ, AEPI, and many private companies • Brandon Van Buren Partner, True Wind Capital TRUE WIND KKR capitalG Previously served as an investment professional at Google Capital where he focused on growth stage technology investments • Prior to joining Google Capital, worked as an investment professional at KKR 4#5True Wind Capital Investment Highlights - Why We Are Excited Rover is the world's largest online marketplace for pet care (~10x relative market share) in a massive and growing market Offline to online shift within pet services is in early innings Rover benefitting from the confluence of major secular tailwinds; pet ownership and travel recovery ☐☐ Differentiated marketplace with an attractive economic model 342 World-class management team **Rover Attractive valuation 5#6Table of Contents 1. Business Overview 2. Investment Highlights 3. Financial Overview 4. Transaction Overview 5. Appendix **Rover 6#7*R We believe that everyone deserves to experience the unconditional love of pets, and Rover exists to make that possible. 7#8Meet Rover Annual Gross Booking Value ($mm) 94% CAGR $333 $92 $43 $16 2014 $202 2mm Pet Parents have booked $436 2015 2016 2017 2018 2019 **Rover Note: Metrics are cumulative as of September 2020, unless otherwise noted 1. Based on the zip codes with booked transactions on the platform 2. Based on 2019 Cohort 3. Based on credit card data for the month of December 2020 4. Rover survey results 500k Providers paid 96%+ of U.S. population covered (1) 87% Repeat Bookings 0 40mm All-time services delivered 1-2 Quarter Payback ~10x Larger than next largest competitor (3) 70% of new customers rebook (2) 67% Previously relied on friends, family and neighbors (4) 8#9Rover Overview Rover is the #1 Pet Services App Digital and Convenient < • Platform connects you with high-quality pet care providers in your area Ability to choose your pet care provider, unlike some competitors • 3.5 million reviews provide assurance on quality of care Trust and Safety • Background checks 11:57 Dog Boarding 1. Marden R., 1.6 mi. away $38 local doggie day care. pups plural per night 86 Reviews Confirmed availability: Thanksgiving 36 repeat clients 2. Samantha H., 0.9 mi.... Sam of House Dog Cuddles ✰✰✰✰✰ 10 Reviews Calendar Recently Updated 4 repeat clients Cancel Search Filters Apply HOUSING CONDITIONS $32 per night Has fenced yard Dogs allowed on bed DAYTIME AVAILABILITY 3. Leigh R., 1.6 mi. away $33 Dog loving young professional W... per night ✰✰✰✰✰6 Reviews Calendar Recently Updated 1 repeat clients Sitter is home full-time CHILDREN IN THE HOME 4. Sydney L., 1.0 mi. away WFH active Belltown sitter! Detailed sitter profiles Personal information privacy Customer reviews ✰✰✰✰✰ 1 Review Confirmed availability: Thanksgiving 5. Emily G., 1.8 mi. away Attentive & affordable! ✶✶✶✶✶9 Reviews Calendar Recently Updated • 24/7 support *Rover $39 Has no children per night $34 per night 9#10Rover Services Overview - Illustrative Booking Overnight Daytime Average price per unit I Boarding Overnight pet care at a sitter's pet- friendly home $35 House Sitting Overnight pet care or house-sitting services at your home Doggy Day Care Daytime pet care in your sitter's dog- friendly home $30 Dog Walking Whenever your dog needs a walk Drop-in Visits For potty breaks, quick play dates, and litter box cleaning $15 $30 / night / night / day $20 / walk / visit 68% of GBV 32% of GBV In Home Grooming Full-service or just a bath in your home $70 / groom % of GBV 54% 14% 5% 12% **Rover GBV and average price based on FYE December 31, 2019 14% Testing in Select Markets 10 10#11How We Serve Pet Parents and Pet Care Providers What Rover Provides . . . Pet Parents Want Environment where their pets feels happy and stress- free Confidence and reassurance that their pets are receiving excellent, personalized care Technology-enabled ease of access and management Care that suits their budget and their lifestyle 97% of reviews are 5 stars "Giulia ... made me feel totally comfortable with leaving my pup with her for the weekend! She gave me constant updates and pictures of my pup! I picked up my pup and he looked happy to see me, but super comfortable with her! I will be using her services again!" "Michelle was incredible! My dog, Mocha, felt instantly comfortable with her... I knew Mocha was in great hands! I would definitely recommend Michelle to everyone" "This service is awesome. I found an amazing person to walk my dog very quickly. It's easy to set up an account, find what services you're looking for, and pay. It's reliable too... I love it!" "I have personally been using Rover for a few months now and I love it!... I am personally a dog walker and it's been absolutely great. " • • Pet Care Providers Want Flexibility and empowerment The love of pets in their lives Meaningful earnings, given the effort Easy way to meet pet parents **Rover **Rover 11#12Table of Contents 1. Business Overview 2. 3. Investment Highlights Financial Overview 4. Transaction Overview 5. Appendix **Rover 12#13Pets and Their Love in Our Lives 67% of U.S. Households have Pets +20% have previously owned a pet Part of the Family 95% of dog parents and 94% of cat parents consider their pet a part of the family Our Pets... decrease stress, improve heart health, and help socialize children **Rover Source: APPA National Pet Owners Survey, Packaged Facts, National Institutes of Health Pet Humanization and Premiumization Driving Spend Prioritization of Pet Needs ☑ Increasing Spend Per Pet Increasing Spend on Pet Services Recession Resilience 13#14The Pet Market is Massive, with a Relatively Untapped Services Market Global Pet Spend Global Dog & Cat Spend Current U.S. (1) Pet Opportunity (1 $95bn Current Commercial Pet Services Market (2) $9bn ~98% Buy Pet Food (3) ~90% Buy Treats (3) ~85% Take Their Pet to Vet (3) (4) ~10% Pay for Commercial Overnight Pet Services **Rover 1. Packaged Facts, 2019. Represents retail pet food/supplies, veterinary and non-medical services 2. Packaged Facts, 2019. Represents current non-medical services market of $10.33bn less the $1.4bn pet insurance market 3. APPA. Pet parent behavior statistics represent average for both dog and cat parents 4. Management estimate based on Packaged Facts data in footnotes 1 and 2 above 14#15Rover Unlocks Latent Demand for Pet Care Services Existing Commercial Market (1) $9Bn Unlocking Opportunity (2) Daytime, $6Bn Market Today (2) Daytime, $10Bn Overnight, $66Bn Overnight, $69Bn Total Scaled Opportunity (3) 2030E total scaled addressable market: $113bn $79bn estimated U.S. opportunity, growing to $113bn scaled opportunity' (3) **Rover Source: Packaged Facts, Euromonitor 1. Packaged Facts, 2019. Represents current non-medical services market of $10.33bn less the $1.4bn pet insurance market 2. Management estimates based on Packaged Facts and Euromonitor. Additional market opportunity based on $ of households with pets, number of total households, number of trips nights per households, and price per pet. We estimate that leisure/non-business travel represents ~85-87% of our GBV. We also estimate that domestic travel represents ~90% of all trips taken. See page 36 for detailed calculation 3. Management estimates based on Packaged Facts and Euromonitor. International opportunity in geographies where Rover currently operates estimated to be 30% of U.S. opportunity. See page 36 for detailed calculation 15#16Majority of Our Pet Parents and Pet Care Providers are New to Commercial Market Where are our pet parents coming from? Where are our providers coming from? **Rover Local Independent/ Boutique Professionals 13% Other 0.5% Kennels / Vets 20% Family / Friends/ Neighbors New to Commercial Services 98% Stats based on Rover survey 67% Existing Professionals 2% 16#17COVID Recovery Story: Converging Tailwinds Vaccine progress driving expected travel recovery 11mm new pets added in 2020, up from 85mm pet- owning households currently Y/Y % Bookings Growth Forecast 100% 80% 60% 40% 20% 0% (20%) (40%) (60%) (80%) (100%) 2019 2020 2021 2022 2023 2024 2025 Current Forecast (December 2020) (1) U.S. Pet Adoption Y/Y Growth (%)` 9% ~4.0x 2019 35% Further accelerated by shift from offline to online for pet spend categories Rover Source: Wall Street Research; Shelteranimalscount.com, Last Chance Animal Rescue, The Wall Street Journal 1. Management's estimate based on Gross Live Outcomes growth from 3.26M to 3.55M and Last Chance Pet Adoption rates in 2020 2020 17 17#18The Traditional Pet Care Services Market was not Built with Today's Consumer in Mind ☑ Extremely fragmented market The Majority of Pet Care is Done by Family and Friends Family & Friends Local Mom & Pop Shops Pet Care Chains Independent Professionals R Low online penetration Mi S Found Offline or via Online Aggregators & Directories craigslist nextdoor yelp Few pet care specialists operating at scale online *Rover 18#19Our Platform is Sticky, Limiting Disintermediation Risk Pet Parents and Pet Care Providers Value Increasing Marketplace Reputation and Reviews >90% Revenue Retention from Seasoned Pet Care Providers Feature Functionality such as In-app Messaging, Photos, Real Time Mapping, and Payments Offer Unparalleled Ease of Use Machine Learning Identifies and Demotes Ranking of Providers Likely to Have Off-Platform Transactions Rover 24/7 Customer Support and Rover Guarantee Allow for Peace of Mind *Rover 19#20...Reinforcing Powerful Network Effect Our Matching Algorithm Grows Marketplace Organically New Bookings **Rover Better Matches " 01 More Bookings 101 2118111 00 01 10 111 1 A B 810 B 38 B 00 012016 8119 88100 0 8 10 1 1128 0 001 3 0 Proprietary Algorithm 1 - 8 8 001 1110 110 0 0 1 0 1 1 1 0 1 8 10 8 0 0 Continuously Improves 80801 1 1 19 11 8 1 1180 e 10 000101 1 0 1 0 0 1 1 0 0 1 881 11 10 0111 110 8 1 82 01 10 10 1 9111-1 011 More Data 1- € 302 1 0 0 1 0 Growth of Brand and Word of Mouth Repeat Bookings 20 20#21Powerful Word of Mouth Acquisition Enhanced by Strategic Paid Marketing Drives Growth Over time, as the strength of word of mouth customer acquisition has increased, our marketing spend as a % of GBV has decreased 60% 51% 51% 48% 49% 42% 44% 41% In 2020 (1), 51% new customers in Top 10 cities were acquired via word of mouth vs. 44% in the rest of the market 40% 37% 39% 40% 35% 30% 22% 20% 18% • 1-2 quarter target payback on customer acquisition cost 16% 16% 11% 8% • Following initial transaction, we retain >50% of customer repeat year 1 bookings every year thereafter, growing lifetime value 0% 2015 *Rover 1. Nine months ending 9/30/2020 2016 (1) 2017 2018 2019 9M20 All Other Cities Marketing as % of GBV Word of Mouth Acquisition in: Top 10 Cities 21 21#22Strong Retention Metrics Pet Parents Book More and More Often 10 10 9 8 7 9 6 5 4 3 2020 2 2019 2018 Average Total Bookings 2017 2016 2015 ~4 month payback period 2013 2014 Net Take Retention, excluding 1st Booking Year 1 Year 2 Year 3 Year 4 Year 5 2013 100% 64% 52% 56% 61% 2014 100% 67% 62% 65% 62% 2015 100% 71% 66% 60% 2016 100% 64% 54% 2017 100% 62% 1 0 6 12 18 24 30 36 42 48 54 60 60 Months since first booking (1) *Rover 1. Represent cohorts from January of respective year 2. Cumulative through Q4'19, except for 2020 cohort 66 99 Year 6 57% 72 78 84 == 22 22#23Continued Acceleration in Engagement Increased Engagement Driven By Both Higher Rebooking Rates and Higher Frequency Percentage of Cohort with Rebooking Cumulative Bookings per Repeat Customer 80% 70% 60% 50% 2020 40% 30% 20% 2019 10% 0 6 12 18 **Rover 2017 2016 2018 2015 24 30 36 42 48 54 Months since first booking 60 66 99 12 10 2014 2013 8 2019 6 2020 4 2 2018 2016 2017 2013 2015 2014 0 72 78 84 06 12 18 24 30 36 42 48 54 60 66 72 78 84 Months since first booking 1. Represent cohorts from January of respective year 2. Cumulative through Q4'19, except for 2020 cohort Months since first booking (1) 23 23#24Multiple Growth Vectors **Rover Attract and delight customers in existing geographies and within existing services Expand service offerings and pets types covered Grow international coverage **Rover Expand strategic partnerships Increase revenue from advertising and retail offerings 24 224#25Table of Contents 1. Business Overview 2. Investment Highlights 3. Financial Overview 4. Transaction Overview 5. Appendix **Rover 25 25#26Financial Projections Bookings (mm) 4.2 3.2 3.9 2.4 8.1 Gross Booking Value ($mm) 27% CAGR $436 $408 $333 $233 $855 2018A 2019A 2020A 2021E 2022E 2018A 2019A 2020A 2021E YoY Growth % 30% (45%) 71% 106% YoY Growth % 31% (47%) 75% 2022E 109% (2) Revenue ($mm) YoY Growth % $71 $95 30% CAGR $97 $48 $201 2018A 2019A 2020A 2021E 2022E 35% (49%) 100% 107% *Rover Adjusted EBITDA ($mm)" Margin % 2018A 2019A 2020A 2021E $35 2022E ($9) ($24) ($35) ($49) (69%) (37%) (50%) (9%) 17% Note: Projections assume successful COVID vaccine rollout in 2021. Projections assume the travel industry starts to recover in 2H'21. Projections assume existing pet parents gradual return to normal cohort behavior from Q2'21 through Q1'22 1. 2020 Actuals are unaudited and subject to final S-4 2. Defined as net loss adjusted for interest & taxes, depreciation & amortization, other income or expenses, stock-based compensation, restructuring costs, and acquisition-related costs. See reconciliation on page 42 for details 26#27Financial Forecast FY 2021 FY 2022 Long-Term Targets Revenue Growth 100% 107% 20%-25% Adjusted EBITDA Margin (1) (9%) 17% **Rover Rover has potential for a "Rule of 55%+" financial profile 30%+ Note: Projections assume successful COVID vaccine rollout in 2021. Projections assume the travel industry starts to recover in 2H'21. Projections assume existing pet parents gradual return to normal cohort behavior from Q2'21 through Q1'22 1. Defined as net loss adjusted for interest & taxes, depreciation & amortization, other income or expenses, stock-based compensation, restructuring costs, and acquisition-related costs. See reconciliation on page 42 for details 27#28Rover - Differentiated Consumer Marketplace Rover *Rover World's largest online marketplace for pet care Massive untapped market opportunity, supported by tailwinds of pet adoption and spend Largest supply of high-quality pet care providers, providing personalized service Strong pet parent loyalty and word-of-mouth growth A Data scale and proprietary algorithm to make continuously better matches High growth financial profile with attractive customer unit economics 28#29Table of Contents 1. Business Overview 2. Investment Highlights 3. Financial Overview 4. Transaction Overview 5. Appendix **Rover 29 29#30True Wind Overview T TRUE WIND Track Record Firm • San Francisco-based private equity firm managing ~$2 billion • 75+ years of collective investing experience • True Wind's founding partners were previously the founding members of KKR's technology franchise Fifteen full-time investment professionals with deep technology investing expertise • Track record of excellence with principals playing a major role in 30+ platform investments with $75+ billion in total transaction value and $15+ billion of invested equity • Repeat SPAC issuer: First transaction reached combination with Open Lending (NASDAQ: LPRO), resulting in successful outcome for prior shareholders, management, and PIPE and public market investors • Successful public company experience: GoDaddy, Avago/Broadcom, NXP, Jazz Pharma, Open Lending, Safeway, Owens Illinois, Reltec, Amphenol Focus • Investing in differentiated, leading TMT companies • Broad mandate across multiple technology sectors: - - - Software Internet / Digital Media Financial Technology Healthcare IT Industrial Technology Hardware IT Services *Rover 30#31Transaction Overview Key Proposed Transaction Terms ■ Aggregate Value: $1,355MM / Equity Value: $1,630MM ■ Total Raise of $325MM: $275MM from SPAC and $50MM from PIPE ■ $50MM backstop from Sponsor against potential redemptions ■ $45MM in secondary ■ 6.875MM shares for Sponsor Promote: 40%/40%/20% split at $12.00/$14.00/$16.00 ■ Backstop acceleration - 3.4MM promote shares vest pro rata with $50MM backstop ■ Promote and warrants reduced linearly from zero net redemptions in excess of backstop to minimum cash threshold (Up to $200MM of net redemptions in excess of backstop) ■ 22.5MM shares for Seller Earnout: 10MM at $12.00; 10MM at $14.00; 2.5MM @ $16.00 ■ 3.0MM founder warrants, $18.00 conversion cap Illustrative Post-Transaction Ownership SPAC Public Holders, 17% PIPE Holders, 3% Illustrative Pro Forma Capitalization Pro Forma Capitalization Share Price at Merger Total Shares Outstanding Equity Value Existing Debt - 2022 Revenue Implied Multiple 2022 SS EBITDA $10.00 163.0 $1,630 48 - Estimated Cash (73) Cash to Balance Sheet (250) Aggregate Value $1,355 $201 6.7x $60 Implied Multiple 22.4x Cash Sources and Uses ($MM) Sources SPAC Cash in Trust PIPE Capital Raised Stock to Existing Holders Pro Forma Ownership Existing Holders Total Sources $275 50 1,305 $1,630 $1,305 Uses SPAC Public Holders 275 Cash to Balance Sheet $250 PIPE Holders Total 50 Stock to Existing Holders 1,305 $1,630 Cash to Existing Holders Transaction Fees/Expenses Total Uses 45 30 $1,630 *Rover Existing Holders, 80% 31#32Comparable Selection Criteria 80 8 Market Leader ✓ Undisputed sector leaders Differentiated Consumer Marketplace ✓ Similar "take-rate" business models ✓ Inclusion of 3-sided marketplaces ✓ Proprietary Data Assets Leading data scale ✓ Proprietary algorithm Network Effect ✓ Reinforcing network effect driven by more bookings, more data, and better matches **Rover 32#33Public Comparables - Operating Metrics Name Agg.Value (SMM) Revenue CAGR EBITDA Margin CY19'-22' CY2022 E SS EBITDA Margin CY2022 E AV / Revenue AVSS EBITDA CY2022 E Fetch $1,350 28% 17% 30% 6.7x CY2022E 22.3x Comparables Airbnb $114,623 8% 10% 31% 18.7x 60.3x Chewy $44,281 29% 3% 11% 4.2x 40.0x Etsy $28,897 38% 30% 33% 13.3x 40.3x Fiverr $9,169 48% 16% 25% 26.5x N.M. Match $45,878 16% 41% 41% 14.2x 34.6x Mean Median $48,570 28% 20% 28% 18.2x 43.8x $44,281 29% 16% 31% 16.4x 40.2x Rover 1. Market Data as of 1/20/2021 2. EV/ SS EBITDA >100.0x shown as not-meaningful. 3. Chewy excluded from AV / Revenue Median and Mean 4. Match CAGR represents CY20' - 22' growth 33#34Public Comparables - Trading Metrics 6.7x AV / 22E Revenue 26.5x 18.7x 14.2x 13.3x Median: 16.4x 4.2x 22.3x AV / 22E SS EBITDA N.M. 60.3x 40.3x 40.0x Median: 40.2x 34.6x **Rover fiverr airbnb matchgroup Etsy chewy **Rover fiverrⓇ airbnb Etsy chewy matchgroup Rover 1. Market Data as of 1/20/2021 2. EV / SS EBITDA >100.0x shown as not-meaningful 3. Chewy excluded from AV / Revenue Median 34#35Table of Contents 1. Business Overview 2. Investment Highlights 3. Financial Overview 4. Transaction Overview 5. Appendix **Rover 35#36Rover Unlocks Latent Demand for Pet Care Services Overnight (1) Unlock Opportunity $3bn $66bn (1) Daytime $4bn 1 $6bn Overnight Services % HH with Pets Total Households (MM) Total Pet Households (MM) Current Future Daytime Services Current Future 67% 75% Total Dogs in U.S. Families (MM) 97 115 126 135 Groomings/ Year 3.0 3.0 85 101 Price Per Grooming $50 $50 Total Trip Nights / HH (1) 11.4 13.9 % HH Addressable 40% 50% Total Addressable Nights (MM) 964 1,403 Total ($bn) $5.8 $8.7 Pets per Pet Household 2.0 2.0 Walks/ Year 52.0 52.0 Cats and Dogs in U.S. Families (MM) 173 Price Per Pet $35 Total ($bn) $68.8 $35 $100.2 206 Price per Walk % HH Addressable Total ($bn) $20 $20 4% 4% $4.0 $4.8 Overnight TAM $69 $100 Daytime TAM $10 $13 $79bn Estimated U.S. TAM, Growing to $113bn Source: Packaged Facts, Euromonitor 1. Management estimates based on Packaged Facts and Euromonitor Additional market opportunity based on $ of households with pets, number of total households, number of trips nights per households, and price per pet We estimate that leisure/non-business travel represents ~85-87% of our GBV. We also estimate that domestic travel represents ~90% of all trips taken (2) **Rover 36 2. Management estimates based on Packaged Facts and Euromonitor. International opportunity in geographies where Rover currently operates estimated to be 30% of U.S. opportunity#37Opportunity for Continued M&A in Existing Markets Pet-Owning Households 85 mm (1) 7 mm 35mm (3) (4) United States • • All 50 States & Territories 96% of U.S. population covered (2) Launched 2013 Canada • All Provinces including Quebec serviced in English and French Entered in March 2017 with acquisition of DogVacay Europe • 8 Countries: Great Britain, Spain, France, Norway, Sweden, Netherlands, Italy, Germany 8 Languages supported by operations team based in Barcelona Launched in London in 2Q18; entered additional geographies in mid-2019 via acquisition of DogBuddy (5) **Rover 1. APPA National Pet Owners Survey 2019-2020 2. Based on the zip codes with booked transactions on the platform as of September 2020 3. Management estimates based on Canadian Veterinary Journal and the Canadian census reports. 56% of 12.4mm Canadian households have pets 4. Management estimates based on Euromonitor and Statista. 35mm dog-owning households in 2019 within the green shaded countries, where Rover operates 5. Acquired DogBuddy in late 4Q18 and integrated in Q2'19 37#38Large Greenfield Opportunity in Rest of the World Canada United States **Rover Existing Markets Europe Near Term Markets/ Australia White Space Opportunities Japan New Zealand Rest of the World Near term international opportunity includes continued expansion through rest of Europe Outside of Europe includes Australia and New Zealand Initial expansion in Asia begins with Japan 38#39Pet Humanization and Premiumization Driving Spend ០០០ Prioritization of Pet Needs 32% of dog owners and 28% of cat owners would prioritize their pets' medical needs over their own Increasing Spend per Pet While pet ownership in U.S. increased 2% per year 2011-2018, overall spend on pets increased 7% per year over the same period Increasing Spend on Pet Services 26% increase in spend per U.S. pet owning household on non- medical pet services, including grooming, boarding, sitting, walking, and training from 2014-2019 Recession Resilience 17% increase in pet spend during the Great Recession (1) compared to decreased spend in other sectors **Rover Source: Packaged Facts - U.S. Pet Market Outlook, 2020-2021, American Pet Products Association 2005-2018, American Pet Products Association Survey 2019-2020, MarketWatch, Mauldin Economics 1. From 2008 to 2009 39#40Data Creates a Competitive Advantage... . 40mm all-time services booked 9.9mm pet profiles 18.6mm search sessions in 2019 >6.2mm requests matched with a provider in 2019 >100 attributes analyzed from each service request 410mm messages . 247mm blog articles • 92mm photos (5.5 per booking) 2mm pet parents booked 500k pet care providers paid · Matching Marketing Operations Safety Features Notifications Advertising on Blog Adds Value to Partnerships Opportunity to Monetize via Future Products and Offerings *Rover 40 40#41Active User Retention Rate* Cohort Retention Recovery 35% 30% 25% 20% 15% 10% 5% All Service Lines Combined January Cohorts Only (for illustration purposes) 0% 1 5 9 13 17 21 25 29 Tenure Month 33 37 41 45 49 53 57 Jan '17 Jan '18 Jan '19 Jan '20 Jan '21 Jan '22 Jan '23 "Normal" Retention curve (no COVID impact) **Rover Note: Projections assume existing pet parents gradual return to normal cohort behavior from Q2'21 through Q1'22 Active user retention rate: Unique users with at least one booking in the month, divided by the original cohort size (the originating new active users) 41#42Adjusted EBITDA Reconciliation ($mm) Net Income/(Loss) 2018A 2019A 9M Q3'19 (64.7) (51.7) (38.3) 9M Q3'20 (49.0) Income Tax Benefit (Expense) 0.3 0.5 Income/(Loss) Before Income Taxes (64.9) (52.2) 0.3 (38.6) Other Income (Expense) (0.0) (1.1) (0.3) 0.1 (49.1) (2.1) Interest Income (Expense) 2.5 2.6 2.2 (2.0) Operating Income/(Loss) (67.4) (53.7) (40.5) (45.0) Depreciation and Amortization 7.1 8.4 6.4 7.0 IDS Amortization 2.5 5.2 3.6 5.6 On-Demand Service Depr Acceleration 2.6 EBITDA (57.8) Stock-Based Compensation (2) 6.9 (40.1) 4.5 (30.5) 3.2 (2) Restructuring Expense - - (29.9) 4.3 3.8 Acquisition-Related Costs" Adjusted EBITDA (3) 1.7 (49.2) (35.2) 0.3 (27.0) 0.3 0.0 (21.9) Rover Note: 2018A and 2019A full year metrics are audited; 9M Q3'19 and 9M Q3'20 are not audited 1. 2. 3. 23 Stock-based compensation expense includes equity granted to employees as well as professional services to non-employees Restructuring expense includes one-time expenses for severance-related and legal costs incurred during the implementation of our restructuring plan Acquisition-related costs are one-time accounting, legal, consulting and travel related expenses incurred in connection with Business Combinations 42#43**Rover