Dave SPAC Presentation Deck
Transaction Overview
Transaction Structure
▪ Dave to merge with VPCC through a reverse-subsidiary merger
▪ Dave to become a wholly-owned subsidiary of VPCC, which will be
renamed Dave and be the go-forward publicly traded company
PIPE Investment
■
Proposed $210mm PIPE investment in Dave in connection with the
business combination
- Tiger Global leading PIPE investment, with participation from
Wellington Management
■
- VPC and LPs contributing significant capital, highlighting ongoing
commitment and belief in business
Valuation
▪ Pro forma implied Enterprise Value of $3.6bn, which equates to 9.4x
2022E revenue of $377mm
Pro Forma Cash
$389mm of net cash held on the pro forma balance sheet
Capitalization
Implied Market Capitalization
(-) Net Cash on Balance Sheet
Implied Enterpise Value
Dave
2
1
$3,951
(389)
$3,563
Implied Sources & Uses ($mm)
Sources
Existing Dave Shareholder Equity
SPAC Cash in Trust
PIPE
Existing Net Cash on Balance Sheet
Total Sources
Uses
Existing Dave Shareholder Equity
Cash to Existing Dave Shareholders³
2
Net Cash on Balance Sheet ²
Estimated Transaction Fees
Total Uses
Pro Forma Ownership
Existing Dave Shareholders
PIPE Shareholders
SPAC Shareholders
SPAC Sponsor Shares
4
Source: Dave management.
1 Assumes no VPCC public stockholder redemptions and $210mm PIPE.
2 Includes $1.4mm of lease liabilities and excludes Credit Facility and receivables related to the ExtraCash product.
3 Maximum proceeds to select existing employee shareholders and common equity holders assuming total transaction proceeds in excess of $300mm.
4 Reflects zero dilution from warrants and excludes impact of founder shares based on vesting thresholds (25% of all founder shares).
2
87%
6%
$3,500
254
210
35
$3,999
1%
$3,500
60
389
50
$3,999
5%
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