DIGITAL MANUFACTURING. REIMAGINED. slide image

DIGITAL MANUFACTURING. REIMAGINED.

• • • Risk Factors, cont. Risks Related to Altimar II's Securities • • • • • 然 If the benefits of the proposed business combination do not meet the expectations of investors or securities analysts, the market price of Altimar II's securities may decline, either before or after the closing of the proposed business combination. The combined entity will incur significant increased expenses and administrative burdens as a public company, which could have an adverse effect on its business, financial condition and results of operations. An active trading market for Altimar II's Class A common stock may not be available on a consistent basis to provide stockholders with adequately liquidity. The stock price may be extremely volatile, and stockholders could lose a significant part of their investment. Altimar II's Class A common stock may fail to meet the continued listing standards of the New York Stock Exchange ("NYSE"), and additional shares may not be approved for listing on NYSE. Because the combined company has no current plans to pay cash dividends for the foreseeable future, investors may not receive any return on investment unless they sell their shares for a price greater than that which was paid for them. If following the proposed business combination, securities or industry analysts do not publish or cease publishing research or reports about Fathom, its business, or its market, or if they change their recommendations regarding Fathom's securities adversely, the price and trading volume of Fathom's securities could decline. Future sales and issuances of common stock in Fathom or rights to purchase such common stock following the closing of the Transaction, including pursuant to any equity incentive plans and future exercise of registration rights, could result in additional dilution of the percentage ownership of its stockholders and could cause the share price to fall. Following the Transaction, Fathom will be an emerging growth company within the meaning of the Securities Act, and if it takes advantage of certain exemptions from disclosure requirements available to emerging growth companies, this could make its securities less attractive to investors and may make it more difficult to compare the combined company's performance with other public companies that do not enjoy such disclosure exemptions. General risks Economic downturns and political and market conditions beyond Altimar II's and the combined company's control could adversely affect its business, financial condition and results of operations. Fathom is exposed to the risk of natural disasters, political events, health crises such as the global Covid-19 outbreak, war and terrorism and other macroeconomic events, each of which could disrupt its business and adversely impact its results of operations. FATHOM Fathom Proprietary and Confidential 42 42
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