Freyr SPAC Presentation Deck
Sources and Uses
($ millions)
1)
Estimated Alussa Energy Cash in Trust
2)
PIPE Proceeds
Consideration to Existing FREYR Shareholders 3)
Proceeds from FREYR options exercise
Total Sources
Consideration to Existing FREYR Shareholders
Cash to FREYR Balance Sheet
Estimated Transaction Fees & Expenses
Total Uses
■
Transaction Overview
■
I
3)
$290
500
418
5
FREYR
Clean battery solutions
$1,313
$418
849
46
$1,313
(%)
22%
46%
32%
0%
100%
32%
65%
4%
100%
100% of FREYR's existing shares will roll over into the combined company
Equity capital for the execution of planned development of up to ~43 GWh
of battery cell production capacity
Development of the company's planned Gigafactory system
Working capital requirements to support growth
Research & development efforts for advanced battery solutions
Transaction completion expected during the second quarter of 2021
Pro Forma Valuation 3) 4) 5)
($ millions, except for per share data)
Share Price
Pro Forma Shares Outstanding
Equity Value
Plus: Debt
Less: Cash to Balance Sheet
Enterprise Value
Pro Forma Ownership ¹) 2) 3) 4) 5)
(%/million of shares)
Existing FREYR
Shareholders
30% / 41.8
ALUS Shareholders
21% / 28.8
ALUS Sponsor
Shares
5% / 7.2
PIPE Investors
44% / 60.0
$10.00
137.7
$1,377
$0
$849
$529
1)
Assumes no redemptions from Alussa Energy's existing public shareholders
2) Excludes cash from 0.75 million shares (equivalent to $7.5 million investment) that could be funded before close in connection with an existing FREYR shareholder's preferred equity investment in FREYR rolled for $10.00 per share
3) Includes $7.5 million in respect of preferred equity investment in FREYR rolled for $10.00 per share; assumes full dilution at the transaction price from in-the-money FREYR options; proceeds from FREYR option exercise shown separately in the Total Sources section
4) Assumes new shares issued at $10.00 per share
5) Excludes the impact of Alussa Energy warrants (23.0 million at $11.50 per share strike price)
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