Better SPAC Presentation Deck
Transaction Overview
Transaction Highlights
Transaction values Better at a pre-transaction equity value
of $6.9 billion and a pro-forma equity value of $7.8 billion
An affiliate of SoftBank is will invest $1.3 billion in the PIPE
Aurora's Sponsor, Novator Capital, to invest $200m via
PIPE investment
●
●
●
●
Novator Capital will backstop 100% of redemptions by
AURC shareholders
6.
Better is expected to receive approximately $1.8 billion of
gross proceeds, $950 million of which will be allocated to
existing Better shareholders
Better
Existing Better shareholders to receive super-voting
shares at 3:1
Existing Better shareholders to maintain approximately
76% of pro forma ownership at transaction closing
1. Assumes Sponsor backstop of 100% of the shares redeemed by existing AURC shareholders pre-closing.
2. Subject to increase if secondary proceeds are lower than $950 million.
3.
Includes 3.5 million of AURC units purchased by Founders in a private placement, consummated
concurrently with the closing of the AURC Initial Public Offering in March 2021.
4.
Pro forma share ownership at $10.00 per share. Excludes the dilutive impact of AURC public warrants and
founder warrants.
Transaction is expected to close in the second half of
2021, subject to customary regulatory approvals
5. Excludes the impact of 1.4 million AURC founder shares vesting ratably at $12.50, $15.00, and $17.50 within
5 years of Closing.
Based on preliminary unaudited figures as of December 31, 2020
Estimated Sources & Uses
Sources ($ mm)
AURC Cash in Trust¹
PIPE Proceeds
Better Equity Rollover²
Total Sources
Pro Forma Valuation
($ mm)
Pro Forma Shares Outstanding
Illustrative Share Price
Pro Forma Equity Value
(-) Pro Forma Cash
(+) Pro Forma Debt
Pro Forma Enterprise Value
$278
1,500
5,950
$7,728
778.4
$10.00
$7,784
(1,121)
6
69 6
$6,732
Uses ($ mm)
Cash to Balance Sheet
Secondary Proceeds
Better Equity Rollover²
Illustrative Fees & Expenses
Total Uses
19%
Pro Forma Share Ownership
4% 1%
2
■ Existing Better Shareholders
■AURC Shareholders
$778
950
5,950
50
76%
$7,728
4
PIPE Shareholders
Founder Shares
35
5View entire presentation