ProSomnus SPAC Presentation Deck
Disclaimer (cont.)
O
PROSOMNUS
SLEEP TECHNOLOGIES
Use of Projections and Non-GAAP Measures
This presentation is for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to the proposed business combination between Lakeshore Acquisition I Corp. ("Lakeshore") and This
presentation contains projected financial information with respect to ProSomnus, namely revenue, gross margin and EBITDA for ProSomnus's fiscal years ended December 31, 2022 through December 31, 2025. Such projected financial information
constitutes forward-looking information and is for illustrative purposes only and should not be relied upon as necessarily being indicative of future results. The assumptions and estimates underlying such projected financial information are 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. See "Forward-
Looking Statements" above. 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.
Neither the independent auditors of Lakeshore nor the independent auditors of ProSomnus, audited, reviewed, compiled, or performed 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. While ProSomnus, Lakeshore, and their respective financial advisors have reviewed such projections
and believe them to be based on reasonable assumptions, projections are inherently unreliable and the review of such projections or their inclusion in this presentation or elsewhere is not a guarantee of ProSomnus's financial results. If the
projections are not met, it could result in a complete loss of your investment. You should review the projections and underlying assumptions carefully and make your own independent determination of the likelihood of ProSomnus meeting such
projections.
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 proxy
statement, registration statement, or prospectus to be filed by Lakeshore with the SEC. Some of the financial information and data contained in this presentation are not measures prepared in accordance with United States generally accepted
accounting principles ("GAAP"). EBITDA is a non-GAAP financial measure that ProSomnus defines as Operating Income plus depreciation and amortization. Lakeshore and ProSomnus believe this non-GAAP measure of financial results provides useful
information to management and investors regarding certain financial and business trends relating to ProSomnus's financial condition and results of operations and an additional tool for investors to use in evaluating projected operating results and
trends in and in comparing ProSomnus' financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. ProSomnus management does not consider this non-GAAP measure in isolation or as
an alternative to financial measures determined in accordance with GAAP. The principal limitation of this non-GAAP financial measure is that it excludes significant expenses and income that is required by GAAP to be recorded in ProSomnus's financial
statements. In addition, it is subject to inherent limitations as it reflects the exercise of judgments by management about which expense and income items are excluded or included in determining this non-GAAP financial measures. In order to
compensate for these limitations, management presents this measure (EBITDA) with the most closely related GAAP result (net income). In addition, all ProSomnus historical financial information included herein is preliminary and subject to change
pending finalization of the fiscal year 2020 and 2021 audits of ProSomnus in accordance with PCAOB auditing standards.
No Representations or Warranties
This presentation does not purport to contain all of the information that may be required to evaluate a possible transaction. No representation or warranty, express or implied, is or will be given by Lakeshore or ProSomnus or any of their respective
affiliates, directors, officers, employees, or advisers or any other person as to the accuracy or completeness of the information in this presentation (including as to the accuracy or reasonableness of statements, estimates, targets, projections,
assumptions, or judgments) or any other written, oral, or other communications transmitted or otherwise made available to any party in the course of its evaluation of a possible transaction, and no responsibility or liability whatsoever is accepted for
the accuracy or sufficiency thereof or for any errors, omissions, or misstatements, negligent or otherwise, relating thereto. Accordingly, none of Lakeshore or ProSomnus or any of their respective affiliates, directors, officers, employees, or advisers or
any other person shall be liable for any direct, indirect, or consequential loss or damages suffered by any person as a result of relying on any statement in or omission from this presentation and any such liability is expressly disclaimed. This
presentation is not intended to constitute and should not be construed as investment advice and does not constitute investment, tax, or legal advice. Certain information contained herein has been derived from sources prepared by third parties. While
such information is believed to be reliable for the purposes used herein, none of Lakeshore, ProSomnus, their respective affiliates, nor Lakeshore's or ProSomnus's or their affiliates' directors, officers, employees, members, partners, shareholders, or
agents makes any representation or warranty with respect to the accuracy of such information.
No Offer or Solicitation
This presentation shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities or in respect of the proposed business combination. This presentation shall also not constitute an offer to sell or the solicitation of
an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No
offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.
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