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)
32View entire presentation