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Shift SPAC Presentation Deck

Compelling Long-Term Model YOY Revenue Growth Adjusted Gross Margin¹ Fulfillment Cost² Storage & Admin4 Corporate OPEX5 2019A Adjusted EBITDA Margin 26.1% Customer Acquisition Cost³ 4.2% 4.0% 3.8% 2.9% 23.5% (30.3%) 1H 2020A (32.9%) 11.6% 4.1% 7.5% 3.3% 29.3% (32.6%) 2H 2020E 78.5% 6.1% 3.1% 4.9% 2.4% 16.5% (20.8%) 2021E 108.1% 9.2% 2.9% 4.0% 2.4% 13.3% (13.4%) 2022E 87.0% - 112.0% 11.0% - 13.0% 2.4% -3.5% 2.5% - 3.2% 1.6% - 1.8% 6.5% -7.5% (5.0%) - 0.0% LT Target 60.0-75.0% 16.0-20.0% 2.0 - 3.0% 1.0-1.5% 1.0-1.5% 3.0-4.0% 6.0-13.0% (17.0%) (22.8%) (30.2%) (18.4%) (6.0%) - (3.0%) 3.0 - 10.0% Cash From Ops Margin7 ¹Reflects adjusted gross margin, which excludes a non-cash contra-revenue adjustment primarily associated with Lithia warrant milestones. Adjusted gross margin is a non-GAAP financial measure. For a reconciliation of adjusted gross margin to its most directly comparable GAAP financial measure see page 44 of the Presentation 2 Comprised of expenses related to delivering vehicles to buyers 3 Sum of buyer CAC and seller CAC 4 Comprised of costs related to holding inventory 5 Sum of central operations expense, other corporate headcount expense, corporate expense (excl. engineering, product & design and depreciation & amortization), engineering payroll capitalized, total engineering, product & design headcount expense, engineering share of corporate expenses and brand marketing 6 Adjusted EBITDA Margin is a non-GAAP financial measure. For a reconciliation of Adjusted EBITDA margin to its most directly comparable GAAP financial measure see page 44 of this Presentation. 7 Cash from operating activities as a percent of total revenue under GAAP measures Note: Margin shown as percent of revenue; These projections are for illustrative purposes only and should not be relied upon as being necessarily indicative of future results. Metrics that are considered non-GAAP financial measures are presented on a non-GAAP basis without reconciliations of such forward-looking non-GAAP measures due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation. All historical annual GAAP financials shown are audited; quarterly, non-GAAP financials and projections are unaudited. 35
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