Vertical Aerospace SPAC Presentation Deck slide image

Vertical Aerospace SPAC Presentation Deck

OVERVIEW OF TRANSACTION TRANSACTION SUMMARY - Pre-money equity value of $1.75bn Implied pro-forma enterprise value of $1.84bn Broadstone Acquisition Corp. and Vertical Aerospace to enter into a business combination Broadstone to receive 7.6m founder shares upon close Vertical Aerospace to receive additional 35m shares, released in equal parts upon share price reaching $15 and $20 post-close¹ American Airlines receive 8.75m initial shares and invests $25m in the PIPE receiving a further 2.5m shares Avolon receive 6.38m initial shares and invests $15m in the PIPE receiving a further 1.5m shares Virgin Atlantic receive 2.265m warrant shares with a $10.00 strike price Stephen Fitzpatrick and Broadstone to invest $5m each in the PIPE receiving a further 0.5m shares each - SOURCES Broadstone Cash Held in Trust4 PIPE Broadstone Equity Existing Shareholder Equity Total Sources $m INVESTOR DECK 2021 $305 $89 $76 $1,750 USES $2,221 Net Cash Proceeds to Vertical Broadstone Equity Existing Shareholder Equity Estimated Transaction Expenses $m Total Uses $344 O 04/06/2021: 1. Additional Vertical earn-out shares are issued but subject to restrictions prohibiting transfers and all dividend and voting rights. These restrictions are lifted upon reaching the respective share price targets. 2. Pro-forma shares outstanding based on $10 per share. Represents 159.9m shares owned by existing Vertical Aerospace shareholders, 30.5m shares owned by SPAC public shareholders, 9.0m shares held by PIPE investors and 7.6m shares held by Broadstone, 8.8m shares held by American Airlines (ex. PIPE investment) and 6.4m shares held by Avalon (ex. PIPE Investment). Excludes Vertical earn-out shares, and any dilutive effect from exercise of warrants. 3. Converted from GBP to USD at 1.41. 4. Assumes no redemptions by public SPAC holders. 5. Existing holders includes Vertical Aerospace management, M12 and Rocket Internet. 6. Avolon and American Airlines stakes include PIPE investment. PIPE Holders stake excludes Avolon and American Airlines PIPE investments. $76 $1,750 $50 PRO-FORMA VALUATION $2,222 Share Price Pro-Forma Shares Outstanding² Equity Value Debt Existing Cash on Balance Sheet³ Net Cash Proceeds Enterprise Value Broadstone Equity 3% PIPE Holders 2% SPAC Public Holders 14% ILLUSTRATIVE PRO-FORMA OWNERSHIP AT CLOSE Avolon 4% $m American Airlines 5% $10 222.1 $2,221 PRIVATE & CONFIDENTIAL $0 ($32) ($344) $1,845 Existing Holders5 72% 47
View entire presentation