Bakkt SPAC Presentation Deck slide image

Bakkt SPAC Presentation Deck

FINANCIALS ILLUSTRATIVE TRANSACTION OVERVIEW Sources Cash Held in SPAC Trust Issuance of Shares to Target PIPE Total Sources Uses Stock Consideration Transaction Fees Cash to Balance Sheet Total Uses SOURCES & USES¹ ($millions, except per share figures) Amount CONFIDENTIAL AND PROPRIETARY $207 2,082 3252 $2,614 Amount $2,082 50 4823 $2,614 • Expect 266 million shares and 17 million warrants at deal close % 8% 80% 12% 100% % 80% 2% 19% 100% VIH Public Shareholders 8% VIH Founder Shares 2% PRO FORMA OWNERSHIP PIPE 12% Bakkt Equity Holders 78% bakkt ICE Pro Forma Ownership 65%4 Note: The accounting for revenues from cryptocurrency transactions is currently under review and subject to change. There may be decimal differences due to rounding. (1) Assumes no redemptions. (2) ICE has agreed to purchase $50 million in shares in connection with the PIPE transaction (up to $5 million of which may be allocated to other Bakkt Equity Holders). (3) Minimum cash condition is $425 million. (4) Represents ICE pro forma economic interest, ICE's effective voting power will be below 50% pursuant to a voting agreement. Represents ownership on a fully-diluted basis. 69
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