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.
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