MariaDB SPAC Presentation Deck slide image

MariaDB SPAC Presentation Deck

RISK FACTORS SUMMARY Investing in any of the Proposed Transactions relating to this presentation involves a high degree of risk. Below is a summary of certain factors that make an investment in any Proposed Transaction speculative and risky. Additional discussion of risks and uncertainties summarized in this risk factors summary, and other risks and uncertainties relevant to a transaction, should be reviewed as described in the "Disclaimers, Forward-Looking Statements and Cautionary Language" section of this presentation, as well as proxy statement/prospectus filed in connection with the Proposed Business Combination. • MariaDB's limited operating history makes it difficult to predict our future results of operations. • MariaDB has a history of losses and we may not achieve or maintain profitability in the future. • MariaDB's financial projections rely in part on assumptions about customer demand based on ongoing relationships and indications from current and prospective customers, among other factors. Our failure to secure that projected business could have an adverse impact on our financial results and condition and could cause our actual results to be materially different from those projected. Our projections rely on numerous other assumptions and factors that may be inaccurate or become inaccurate and that could cause our financial results and condition to materially differ from those projected. • MariaDB will require additional capital to support our future growth, and such capital may not be available on terms that are acceptable or at all. • The market for our products and services is evolving and its potential growth may be constrained by prospective customers' significant existing investments in other third-party relationships (including in the database solutions of their current providers). • Our success is highly dependent on our ability to penetrate the existing market for database products, as well as the growth and expansion of the market for database products notably cloud-based products. • If we fail to continue to grow and to effectively manage our growth, we may be unable to successfully execute our business plan, increase revenue, improve our financial results, maintain high levels of service, or adequately address competitive challenges. • The database software market is highly competitive, and MariaDB faces significant competition from larger, better-capitalized companies, including traditional relational database providers such as IBM, Microsoft and Oracle, cloud providers with database functionalities such as Amazon Web Services, Microsoft Azure and Google Cloud Platform, and non-relational database software providers. MariaDB could lose market share to these providers of products and services that can be substituted for our products and services. • If we are not able to maintain and enhance the MariaDB brand, especially among developers and outside of the open-source community, our business and results of operations may be adversely affected. • Technological changes, the introduction of new or enhanced products and services by our competitors, and pricing pressures may negatively impact demand for our products and services, as well as our financial performance, including our margin. • The loss of one or more of our significant customers or a significant reduction of business with such customers could materially affect our financial results and condition, as well as our business generally. • If we fail to cost-effectively acquire new customers and retain and expand our relationships with existing customers through renewals and upgrades, we may fail to increase our revenues enough to achieve profitability. • Our sales cycles may become longer and unpredictable, and our sales efforts require considerable time and expense. • Because we offer the open-source MariaDB Community Server as a free-to-download product, our ability to monetize and protect intellectual property rights for our products and services may be negatively impacted. • Because our ability to attract new and retain existing customers depends on our success at enhancing and improving our products and services in response to changing customer needs, technologies and regulations, a failure to continue to innovate would adversely affect our growth and profitability. • We have invested significantly in our MariaDB products and services, including our cloud offering, SkySQL, and our MariaDB Enterprise product offerings, and if any of these were to fail to achieve broader market adoption our business, results of operations and financial condition could be harmed. • Incorrect or improper implementation or use of our software could result in customer dissatisfaction and harm our business, results of operations, financial condition and growth prospects. • We rely upon third-party cloud providers to host our cloud offering; any disruption of or interference with our use of third-party cloud providers would adversely affect our business, results of operations and financial condition. • Our expected scale-up will result in a significant increase in the costs of cloud capacity, which could adversely affect our growth and profitability. Proprietary & Confidential MariaDB 45
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