Investor Presentaiton
Pro Forma Valuation³
Transaction Overview
Pro Forma Equity Ownership
Sources ($m)
Equity of Existing Innoviz
Shareholders
SPAC Cash in Trust¹
Total PIPE Proceeds
Uses ($m)
$975
Equity of Existing Innoviz
Shareholders
$975
Share Price
$150 Cash to Balance Sheet
$370
Existing Innoviz Cash²
$200 Estimated Fees and Expenses
$50
$30
x Pro Forma Shares Outstanding (M)
Market Cap ($M)
Less: Net Cash ($M)
Total Sources
$1,375 Total Sources
$1,375
Enterprise Value ($M)
$10.00
140.3
$1,403
$(370)
$1,033
Commentary
> All Innoviz existing shareholders retain stake in the company
› Transaction proceeds will be used for development of Innoviz next generation
products and continued commercialization efforts
>
>
The transaction, which has been unanimously approved by the boards of directors of
both Innoviz and Collective Growth, is targeted to close in the first quarter of 2021
Additional shares to be granted pursuant to an earn-out to certain members of
Innoviz management (1.25m)³, Antara Capital (325k)³ and Perception Capital
(2.125m)³, if the stock trades at or above 125% of the implied Innoviz share value for
10 out of 20 trading days at any time before 4 years following completion of the
business combination
Pro Forma
Ownership4
11%
4%
Innoviz Existing Shareholders
14%
Public SPAC Shareholders
71%
PIPE Investors
Sponsor Shares
1 Assumes no redemptions from SPAC's existing public shareholders; 2 Expected cash on Innoviz balance sheet as of the end of 2020; 3 Assumes new shares issued at $10.00 per share following expected reverse stock split prior to the effective time of the merger; 4 Illustrative pro
forma ownership reflects ownership before taking into account a post-closing management incentive equity plan and assumes no redemptions from SPAC's existing public shareholders. Innoviz existing shareholders include 2.5m shares issued to management as part of this
transaction. Sponsor Shares includes shares owned both by Antara Capital, Perception Capital and Collective Growth Corp. sponsors. Note: all share counts and ownership data do not take into account 20.9m warrants with $11.50 exercise price held by SPAC public shareholders,
the co-sponsors and Innoviz shareholders and management
INNOVIZ™
TECHNOLOGIES
© Innoviz Technologies Ltd. 2020 All Rights Reserved - Proprietary & Confidential. No part of this document may be reproduced or disclosed in any manner.
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