Origin SPAC Presentation Deck
Detailed transaction overview
Key Transaction Terms
The transaction is subject to there being a minimum cash amount of
$525Mn in Artius at closing after giving effect to any shareholder
redemptions
Executed subscription agreements for committed capital in connection
with PIPE for $200Mn before transaction announcement
Earnout of 29.5Mn shares vesting equally based on share price thresholds
of $15, $20 and $25 per share within 3, 4 and 5 years, respectively¹
Pro Forma Ownership @ $10.00 Per Share²
Shareholder Rollover
42.4%
ORIGIN
Artius Founder Shares³
7.4%
PIPE Equity
10.9%
Artius Public Shares
39.3%
Pro Forma Valuation ($Mn)
Origin Materials Share Price
Shares Outstanding (Mn)
Equity Value
Existing Net Debt
(-) Net Cash to Balance Sheet
Enterprise Value
Illustrative Sources and Uses ($Mn)
Sources
Shareholder Rollover
Artius Cash in Trust
Additional PIPE Equity
Total Sources
Uses
Shareholder Rollover
Cash to Balance Sheet
Estimated Fees and Expenses
Total Uses
1. Consists of 25.0Mn shares to Origin Shareholders and 4.5Mn shares to Artius upon release from forfeiture provisions upon achievement of earnout thresholds.
2. Assumes no redemption of public shares, no earnout shares issued and a PIPE of $200Mn. Consists of 78.213Mn Shareholder Rollover Shares, 13.613Mn Artius Founder Shares, 20.000Mn PIPE Equity Shares and 72.450Mn Artius Public Shares. Pro
forma ownership does not reflect any adjustment for Origin net debt at closing being more than $15.3Mn.
3. Includes the deferral of a portion of the Founder Shares subject to same conditions as Earnout consideration to be provided to Origin's existing shareholders. 4. Net debt consists of $21Mn of Debt and $1Mn of Cash.
$10.00
184.3
$1,843
204
(863)
$999
$782
$725
$200
$1,707
$782
$863
$62
$1,707
ORIGIN
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