Bakkt Digital Assets Presentation slide image

Bakkt Digital Assets Presentation

Transaction Summary Transaction Highlights Transaction Overview • • Valuation / Pro Forma Ownership • Sources and Uses of Funds • • · Fully Funded Plan bakkt (2) VPC Impact Acquisition Holdings (Ticker: VIH), a Cayman Islands company, is a FinTech-focused publicly traded Special Purpose Acquisition Company (SPAC) with $207 million in cash to be deployed VIH has entered into a definitive agreement to combine with Bakkt, a company majority-owned by Intercontinental Exchange (Ticker: ICE), in an UP-C structure PIPE size is $325 million - Anchored by $50 million commitment from ICE Implies a $2.1 billion post-merger enterprise value 78% Bakkt rollover shareholders (100% equity rollover), 12% PIPE investors, 8% SPAC public investors, 2% SPAC sponsor - ICE: 65% pro forma economic interest and minority voting interest The combination of SPAC trust account proceeds (assuming no redemptions) and the PIPE investment is expected to provide Bakkt with $574(1) million of pro forma cash to accelerate growth of the business, notably of its consumer product application, and for general working capital purposes App available on an invite-only basis (100,000 active users (2) with a pipeline of 350,000 users waiting to be turned on), widespread rollout of the consumer app is slated for Q1 2021 100% rollover by existing Bakkt shareholders, including ICE No additional equity capital requirements anticipated between closing and achieving positive cash flow, which is expected in 2023 (1) Pro forma cash includes $92 million of cash on Bakkt balance sheet. Minimum cash condition is $425 million. Active users are users which have connected their bank account to the Bakkt App. LO 5
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