Nextdoor SPAC Presentation Deck
Transaction Summary
($ in millions, except share price)
Sources
SPAC Cash in Trust (Assuming no Redemptions)
PIPE
Existing Equity Holders' Rollover
Total Sources
Uses
Cash Proceeds to Nextdoor
Equity Consideration to Existing Equity Holders
Estimated Transaction Expenses
Total Sources
Notes:
1.
2.
3.
4.
5.
6.
$416
$270
$3,500
$4,186
$642
$3,500
$44
$4,186
Pro Forma Capitalization
Share Price
Total Shares Outstanding
Equity Value
Net Cash
Enterprise Value
Illustrative Pro Forma Ownership
PIPE Investors (6.3%)
SPAC Public
Equity Holders
(9.7%)
Khosla (2.7%)
Nextdoor Equity
Holders (81.4%)
$10.00
430
$4,301
$(763)
$3,538
Assumes no shareholder redemptions.
Assumes $10.00 price per share.
Assumes existing Nextdoor net cash on balance sheet of $121.0 million as of 5/31/21.
Total shares include 350.0 million Nextdoor rollover shares, 41.6 million SPAC public shares, 27.0 million shares from PIPE and 11.5 million Khosla shares (including 1.1 million private placement shares and 10.4 million sponsor promote shares; excludes shares from Khosla
investment in PIPE).
Transaction expenses are estimates.
Pro Forma Ownership represents economic interest. Does not reflect 10:1 voting structure. Nextdoor equity holders will retain Class B shares with 10 votes per share. All other investors will hold Class A shares with one vote per share.
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