FaZe SPAC Presentation Deck slide image

FaZe SPAC Presentation Deck

● RISK FACTORS (CONT.) FaZe may be subject to securities litigation, which is expensive and could divert management attention. Because FaZe has no current plans to pay cash dividends for the foreseeable future, you may not receive any return on investment unless you sell your shares for a price greater than that which you paid for them. If, following the Business Combination, securities or industry analysts do not publish or cease publishing research or reports about FaZe, its business, or its market, or if they change their recommendations regarding FaZe's securities adversely, the price and trading volume of FaZe's securities could decline. Future sales and issuances of FaZe's common stock or rights to purchase FaZe's common stock, including pursuant to FaZe's equity incentive plans, or other equity securities or securities convertible into FaZe's common stock, could result in additional dilution of the percentage ownership of FaZe's stockholders and could cause the stock price of FaZe's common stock to decline. Warrants will become exercisable for the combined company's common stock, which would increase the number of shares eligible for future resale in the public market and result in dilution to FaZe's stockholders. Investors in the Private Placement will experience immediate and substantial dilution. The Sponsor is entitled to have its shares of common stock of the Company be registered with the Securities and Exchange Commission. Upon the expiration of the contemplated lock-up agreement with the Sponsor, and the effectiveness of such registration, the Sponsor may sell large amounts of common stock which could have the effect of increasing the volatility in the share price of the common stock or putting significant downward pressure on the price of the class common stock. We may issue shares of preferred stock in the future, which could make it difficult for another company to acquire us or could otherwise adversely affect holders of our common stock. 29
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