Shift SPAC Presentation Deck

Transaction Summary ● ● . Key Transaction Terms $423.6 million Enterprise Value (de-SPAC) • 1.1x 2021E revenue of $402 million Shift stockholders receive $380 million¹ in equity (100% equity rollover) Shift receives up to $303 million in primary proceeds to fund operations and growth² Existing Shift shareholders will receive 6 million earn-out shares³: • 3 million earn-out shares if stock price exceeds $12.00 per share Additional 3 million shares if stock price exceeds $15.00 per share Shift management will continue to operate the business post-closing Transaction closing expected Q4 2020 Pro Forma Capitalization ($ in Millions) Cash7 Pro Forma Debt Pro Forma Enterprise Value Implied Market Capitalization (excl. earn-out)⁹ $338.7 31.1 $423.6 $731.2 Proposed Sources ($ in Millions) INSU Equity Shift Equity Rollover PIPE Financing4 Total Sources Proposed Uses ($ in Millions) Shift Equity Rollover Cash to Merged Company Balance Sheet5 Transaction Expenses Total Uses Pro Forma Ownership at Close ¹0 PIPE Shares Sponsor Shares 22.1% 7.3% SPAC IPO Shares ¹Represents total seller equity, including in respect of options and warrants 2Assumes a $185 million PIPE financing and no INSU stockholder redemptions; Shift may also elect to use a portion of proceeds to pay down debt 3Earn-out shares subject to exceeding trigger value for 20 out of any 30 consecutive trading days at $12.00 during the first 12 months and at $15.00 during the first 30 months 4Model assumes PIPE Financing issued at $10.00 per share 18.0% 5The proceeds from the Trust Account (net of INSU stockholder redemptions) and the PIPE Financing, after payment of transaction expenses will increase the amount of cash on the balance sheet "Reflects estimated transaction costs based on a transaction value of $10.00 per share. Actual costs may vary 7Assumes $27.9 million of cash in excess of $7.7 million net working capital per the 6/30/2020 unaudited balance sheet 52.6% $154.2 380.0 185.0 $719.2 $380.0 303.1 36.1 $719.2 Shift Existing Shareholders 8 Pro forma debt includes term loan and PPP loan, excluding floor plan facility of $6.7 million as of 6/30/2020 unaudited balance sheet in accordance with industry norm Includes (a) 425,000 private placement shares and (b) 20% of the total 5.7 million promote shares, or 1.1 million shares, that are not subject to transfer restrictions following the close of a business combination. The four remaining 20% tranches of promote shares cannot be sold or transferred until a closing stock price shares exceeds $12.00, $13.50, $15.00, and $17.00 respectively, for any 20 trading days within a 30-day trading period following the business combination 10 Includes all sponsor and earn-out shares 4

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