Bakkt Digital Assets Presentation

Illustrative Transaction Overview ($millions, except per share figures) Sources & Uses (1) Sources Cash Held in SPAC Trust Issuance of Shares to Target PIPE Total Sources Pro Forma Valuation (1) Amount % Particulars $207 8% Share Price Pro Forma Shares Outstanding 2,082 80% Pro Forma Equity Value 325(2) 12% (+) PF Debt $2,614 100% (-) PF Cash Pro Forma Enterprise Value Amount $ 10.00 267 $2,666 (574)(4) $2,092 Pro Forma EV / Total Revenue Less Transaction-Based Expenses Multiple 9.3x 5.9x 4.8x 4.1x Pro Forma Ownership Uses Amount % 2022E 2023E Stock Consideration Transaction Fees $2,082 80% 2024E 50 2% 2025E Cash to Balance Sheet 482(3) 18% Total Uses $2,614 100% Note: The accounting for revenues from cryptocurrency transactions is currently under review and subject to change. See "Accounting for Cryptocurrency Transactions" on slide 2. (1) Assumes no redemptions. (2) ICE has committed $50 million to the PIPE transaction. (3) Minimum cash condition is $425 million bakkt (4) Includes $92 million of cash on Bakkt balance sheet. (5) Represents ICE pro forma economic interest, ICE's effective voting interest will be below 50%. Represents ownership on a fully-diluted basis. PIPE 12% VIH Public Shareholders 8% VIH Founder Shares 2% ICE Pro Forma Ownership 65%(5) Bakkt Equity Holders 78% 32 32

View entire presentation