Satellogic SPAC | PitchSend

LEGAL DISCLAIMER (CONT'D) Use of Projections This Presentation contains projected financial information with respect to Satellogic. 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 financial forecast information are inherently uncertain and are subject to a wide variety of significant business, economic, competitive and other risks and uncertainties. See "Forward-Looking Statements" above. Actual results may differ materially from the results contemplated by the financial forecast 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 forecasts will be achieved. Any "pro forma" financial data included herein has not been prepared in accordance with Article 11 of Regulation S-X of the SEC, is presented for informational purposes only and may differ materially from the Regulation S-X compliant pro forma financial statements of Satellogic for the year ended December 31, 2020 to be included in the registration statement on Form F-4 in connection with the Potential Business Combination (when available). Financial Information; Non-GAAP Financial Terms Some of the projected financial information and data contained in this Presentation, such as Adjusted EBITDA (and related measures), has not been prepared in accordance with United States generally accepted accounting principles ("GAAP"). Satellogic and CFAC V believe these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Satellogic's financial condition and results of operations. Satellogic's management uses these non-GAAP measures for trend analyses and for budgeting and planning purposes. Satellogic and CFAC V believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating projected operating results and trends in and in comparing Satellogic's financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. Management of Satellogic does t consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in Satellogic's financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. You should review Satellogic's audited financial statements, which will be presented in CFAC V's proxy statement and/or PubCo's prospectus to be filed with the SEC, and not rely on any single financial measure to evaluate Satellogic's business. A reconciliation of non-GAAP financial measures in this Presentation to the most directly comparable GAAP financial measures is not included, because, without unreasonable effort, Satellogic is unable to predict with reasonable certainty the amount or timing of non-GAAP adjustments that are used to calculate these Non-GAAP financial measures. Industry and Market Data This Presentation has been prepared by Satellogic and includes market data and other statistical information from third-party industry publications and sources as well as from research reports prepared for other purposes. Although CFAC V and Satellogic believe these third-party sources are reliable as of their respective dates, none of CFAC V, Satellogic or any of their respective affiliates has independently verified the accuracy or completeness of this information and cannot assure you of the data's accuracy or completeness. Some data is also based on Satellogic's good faith estimates, which are derived from both internal sources and the third-party sources described above. None of CFAC V, Satellogic, their respective affiliates, nor their respective directors, officers, employees, members, partners, stockholders or agents make any representation or warranty with respect to the accuracy of such information. Trademarks and Intellectual Property All trademarks, service marks, and trade names of CFAC V or Satellogic or their respective affiliates used herein are trademarks, service marks, or registered trade names of CFAC V or Satellogic, respectively, as noted herein. Any other product, company names, or logos mentioned herein are the trademarks and/or intellectual property of their respective owners, and their use is not alone intended to, and does not alone imply, a relationship with CFAC V or Satellogic, or an endorsement or sponsorship by or of CFAC V or Satellogic. Solely for convenience, the trademarks, service marks and trade names referred to in this presentation may appear without the ®, TM or SM symbols, but such references are not intended to indicate, in any way, that CFAC V, Satellogic or the applicable rights owner will not assert, to the fullest extent under applicable law, their rights or the right of the applicable licensor to these trademarks, service marks and trade names. Additional Information and Where to Find It This Presentation relates to a proposed transaction between Satellogic and CFAC V. This Presentation does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. CFAC V intends to file a proxy statement with the SEC and expects that a newly created entity ("PubCo") through which the Potential Business Combination will be consummated will file a registration statement on Form F-4 that will include a prospectus. The proxy statement will be sent to all CFAC V stockholders. CFAC V and/or PubCo will also file other documents regarding the Potential Business Combination with the SEC. A consent solicitation will also be sent to all holders of Satellogic securities. Before making any voting decision, investors and security holders of CFAC V and Satellogic should read the proxy statement or consent solicitation, as applicable, and all other relevant documents filed or that will be filed with the SEC in connection with the Potential Business Combination as they become available because they will contain important information about the Potential Business Combination. Investors and security holders will be able to obtain free copies of the proxy statement, prospectus and all other relevant documents filed or that will be filed with the SEC by CFAC V and/or PubCo through the website maintained by the SEC at www.sec.gov. In addition, the documents filed by CFAC V and/ or PubCo may be obtained by written request to CFAC V at CFAC V Acquisition Corp., 110 East 59th Street, New York, NY 10022. Participants in Solicitation CFAC V and Satellogic and their respective directors and officers may be deemed to be participants in the solicitation of proxies from CFAC V's stockholders in connection with the Potential Business Combination. Information about CFAC V's directors and executive officers and their ownership of CFAC V's securities is set forth in CFAC V's filings with the SEC. To the extent that holdings of CFAC V's securities have changed since the amounts printed in CFAC V's proxy statement, such changes have been or may be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Additional information regarding the interests of those persons and other persons who may be deemed participants in the Potential Business Combination may be obtained by reading the proxy statement regarding the Potential Business Combination when it becomes available. You may obtain free copies of these documents as described in the preceding paragraph. SATELLOGIC CONFIDENTIAL 3