FlexJet SPAC Presentation Deck

Risk Factor (Cont'd) Risks Relating to the Post De-SPAC Transaction Nature of New PubCo and its Common Stock (Cont'd) No public market for New PubCo's common stock currently exists, and an active public trading market may not develop or be sustained. For that reason, and because of the large ownership position of the Specified Owners, an investment in New PubCo, although New PubCo will be a public company, may be illiquid. If securities or industry analysts do not publish research or publish unfavorable or inaccurate research about New PubCo, that could adversely affect the market price and trading volume of its common stock. Future sales of New PubCo's common stock in the public market, including by Specified Owners, could cause the market price of the common stock to decline. The issuance of additional capital stock by New PubCo in connection with financings, acquisitions, investments, New PubCo's equity incentive plans or otherwise will dilute all other stockholders. Further dilution will result from the exercise of warrants owned by Specified Persons. The Company's organizational documents will include provisions limiting voting by non-U.S. citizens. They will reflect restrictions imposed by federal law requiring that no more than 25% of the Company's common stock be voted, directly or indirectly, by persons who are not U.S. citizens. These provisions could adversely affect the liquidity and therefore the price of the common stock. Risks Relating to the De-SPAC Transaction The consummation of the De-SPAC Transaction is subject to a number of conditions. If they are not satisfied or waived, the Business Combination Agreement may be terminated in accordance with its terms, and the De-SPAC Transaction may not be completed. The timing of the closing of the De-SPAC Transaction is subject to the timing of receipt of all necessary approvals, which may cause a delay in the closing or may even prevent it. Investors that commit to an investment will be subject to any such delay, as well as to possible adverse changes in the Company between the date of commitment and the date of closing. The listing of New PubCo's common stock on the NYSE may not be achieved or maintained. FLEXJET.COM 48

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