Evolv SPAC Presentation Deck slide image

Evolv SPAC Presentation Deck

Transaction Summary Illustrative Sources & Uses (US$ in millions) Sources Equity Issued to Existing Evolv Shareholders (a) NewHold Cash in Trust Common Equity PIPE Total Sources Pro Forma Equity Ownership Existing Evolv Shareholders PIPE Shareholders NewHold Shareholders (a) NewHold Sponsors Total Shares evolv technology $1,250.0 (b) 172.5 300.0 Illustrative Pro Forma Capitalization & Ownership at Close (in millions) $1,722.5 Uses Equity Issued to Existing Evolv Shareholders Cash to Balance Sheet Transaction Expenses Total Uses Shares % Ownership 125.0 30.0 17.3 2.4 174.7 71.6% 17.2% 9.9% 1.4% 100.0% 17% $1,250.0 437.5 35.0 $1,722.5 10% 1% Illustrative Pro Forma Valuation (US$ in millions, except per share data) $1.75B PF Equity Value Illustrative NewHold Stock Price Total PF Shares Outstanding Equity Value Less: Pro Forma Cash (c) Enterprise Value 72% (a) (b) Includes 1.898M founder shares owned held by NewHold founders and NewHold anchor investors, and 0.518M shares held by the Evolv Public Benefit Corporation. Excludes 0.949M shares that vest at $12.50 and 0.949M shares that vest at $15.00. (c) Pro forma net cash calculated as transaction proceeds of $437.5M less Evolv existing net debt of $16.2M as of January 31, 2021. Assumes no redemptions from NewHold's existing public shareholders. Excludes impact of the 14.325M outstanding warrants struck at $11.50, comprised of (i) private placement warrants held by NewHold founders (4.180M), (ii) private placement warrants held by anchor investors (1.520M) and (iii) public warrants associated with NewHold units (8.625M). At Close PIPE Shareholders $10.00 174.7 $1,746.7 ($421.3) $1,325.3 Existing Evolv Shareholders NewHold Shareholdersa NewHold Sponsors(b) (a) 32
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