Investor Presentaiton
TRANSACTION OVERVIEW(1)
Transaction Overview
Management and Board
B. Riley Principal 150 Merger Corp (NASDAQ: BRPM) to merge with FaZe Clan Inc. ("FaZe")
• The combined company is expected to be valued at $713mm (2) (3) (4) post-money enterprise value
representing revenue multiples of 3.8x, 1.9x, 1.1x for 2023E, 2024E, 2025E
⚫ BRPM raising an expected $118mm PIPE
• Pro forma FaZe will be owned 68% by existing stockholders (2) (3) (4) who are expected to roll 100%
of their equity into the combined company
⚫ The board will be comprised of CEO Lee Trink, 2 B Riley Financial appointees, and 5-7 FaZe
appointees
Sources ($mm)(2)(3)(4)
Uses ($mm) (2
(2)(3)(4)
BRPM Cash in Trust (2)
$173
New Cash to Balance Sheet
$264
PIPE Proceeds (3)
118
FaZe Equity Rollover
670
Sources and Uses
FaZe Equity Rollover
670
Illustrative Fees & Expenses
26
Roll Net Cash on Balance Sheet
10
Roll Net Cash on Balance Sheet
10
Total Sources
$971
Total Uses
$971
Assumes no SPAC IPO investors redeem shares for cash in trust. Cash in trust as of 6/30/2021.
Assumes $118mm PIPE.
(1)
Figures may not foot due to rounding.
(2)
(3)
7
(4)
Excludes 2.2mm BRPM shares subject to earn-out, vesting ratably at $12.00, $14.00, and $16.00.
Excludes seller earn-out of up to 6% of combined company shares, vesting ratably at $12.00, $14.00, and
$16.00. Both earn-outs subject to five-year period post-closing. Excludes the dilutive impact of 5.75mm
public warrants and 0.17mm private placement warrants with an $11.50 exercise price.View entire presentation