FaZe SPAC Presentation Deck
TRANSACTION OVERVIEW(1)
Transaction Highlights
• $173mm BPRM cash held in trust and expected $118mm PIPE will be
used to fund organic investment, support M&A, pay transaction expenses
and other general corporate purposes
Existing FaZe shareholders expected to roll 100% of their existing equity
into the combined company
• Transaction expected to close Q1 2022
●
BRPM Cash in Trust (2)
PIPE Proceeds (3)
FaZe Equity Rollover
Roll Net Cash on B/S
Total Sources
39
Sources & Uses ($ in mm)
Sources(2)(3)(4)
(1)
(3)
(4)
$173
118
670
10
$971
Uses(2)(3)(4)
New Cash to Balance Sheet $264
FaZe Equity Rollover
670
Illustrative Fees & Expenses 26
Roll Net Cash on B/S
10
Total Uses
$971
Figures may not foot due to rounding.
Assumes no SPAC IPO investors redeem shares for cash in trust. Cash in trust as of 6/30/2021.
Assumes $118mm PIPE.
Excludes 2.2mm BRPM shares subject to earn-out, vesting ratably at $12.00, $14.00, and $16.00. Excludes
seller earn-out of up to 6% of combined company shares, vesting ratably at $12.00, $14.00, and $16.00. Both
Post-Transaction Ownership(2)(3)(4)
11.9%
17.5%
Illustrative Share Price
PF Market Cap
PF Excess Cash
2.7%
Valuation Analysis ($ in mm Except Share Price)
PF Shares Outstanding (4)
99
Transaction Ent. Val. Multiples
PF Enterprise Value
67.9%
FaZe Existing Shareholders
BRPM Public Shareholders
PIPE Investors
BRPM Sponsor
$10.00
$987
(274)
$713
2023E Revenue
2024E Revenue
2025E Revenue
earn-outs subject to five-year period post-closing. Excludes the dilutive impact of 5.75mm public warrants and
0.17mm private placement warrants with an $11.50 exercise price. BRPM Sponsor includes 520k private
placement units.
3.8x
1.9x
1.1xView entire presentation