FaZe SPAC Presentation Deck slide image

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 1.1x
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