Doma SPAC Presentation Deck slide image

Doma SPAC Presentation Deck

Transaction Summary Key Highlights Valuation Capital Structure Earnout Shares Company Earnout Shares Sponsor Charitable Contribution Plus: Debt4 Pro forma firm value of $3,030M Less: Cash4 $670M pro forma cash held on balance sheet¹ 17.75M shares (5% of total shares at closing) 50% granted if closing share price above $15.00² 50% granted if closing share price above $17.50² 1.725M shares 50% granted if closing share price above $15.00² 50% granted if closing share price above $17.50² Pro Forma Valuation Implied Market Capitalization³ Sponsor to make a "Capitol Charitable Contribution" with a $5 million donation of certain sponsor shares to a new company- formed or other mutually acceptable charity that supports Doma's philanthropic goals. Implied Firm Value 2022 Adj. Gross Profit Multiple $3,550M 150M (670M) $3,030M 17.7x Sources Doma Equity Rollover5 Capitol Cash in Trust PIPE Proceeds Total Sources $2,836M 345M 300M $3,481M FIFTH WALL GREENSPRING ASSOCIATES Uses Doma Equity Rollover5 PIPE Cash to Balance Sheet Secondary Proceeds Transaction Costs6 Total Uses Capitol Shareholders Existing Doma Shareholders5 foundation capital EMINENCE CAPITAL Horizons Ventures 维港投资 $2,836M Pro Forma Ownership 8 LENNAR 510M 81M 55M $3,481M 11.7% 8.5% 79.9% ASSURANTⓇ 441 HUDSON STRUCTURED Assumes no redemptions. (1) Unrestricted cash; does not include restricted cash or cash in underwriting subsidiary. (2) Closing share price for 20 trading days of any 30 trading day period ending on or before fifth anniversary of closing, with respect to the Company earnout share, or the tenth anniversary of closing, with respect to the Sponsor earnout shares. (3) Excludes earnout shares subject to vesting. (4) Based on preliminary unaudited figures as of December 31, 2020 pro forma for refinancing (excludes OID). (5) Excludes earnout shares. (6) Preliminary estimate. Actual amounts may vary and may include expenses currently unknown. (8) At $10.00/ share. Includes 283.6M shares held by existing Doma shareholders, 41.4M shares held by Capitol shareholders and 30.0M shares held by PIPE investors, excluding earnout shares. Percentages may not add to 100% due to rounding. 31
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