Playboy Investor Presentation Deck
PLAYBOY 2020
Legal Disclaimer (Continued)
The annual selected historical financial information of Playboy contained in this Presentation has been derived from Playboy's audited consolidated financial statements as of and for the year ended December 31, 2019. Such
selected historical financial information of Playboy has been prepared on a basis consistent with the adoption and application of FASB ASC Topic 606, Revenue From Contracts With Customers, and such selected financial
information and data is qualified in its entirety by the full financial statements and footnotes and other information expected to be contained the Proxy Statement (as defined below) related to the Proposed Business
Combination to be filed by MCAC with the SEC, which will contain additional important information with respect to such financial information and data. The historical operating results of Playboy for 2019 do not include the
results of Yandy, which was acquired by Playboy on December 31, 2019.
Some of the financial information and data contained in this Presentation, such as Adjusted EBITDA and Adjusted EBITDA Margin, has not been prepared in accordance with United States generally accepted accounting
principles ("GAAP"). MCAC and Playboy believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating historical or projected operating results and trends in and in
comparing Playboy's financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. Management does not consider these non-GAAP measures in isolation or as an
alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and revenue that are required by GAAP to be
recorded in Playboy's financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and revenue items are excluded or included in
determining these non-GAAP financial measures. In order to compensate for these limitations, management presents historical non-GAAP financial measures in connection with GAAP results. You should review Playboy's
audited and unaudited financial statements, which will be included in the Proxy Statement. However, not all of the information necessary for a quantitative reconciliation of the forward-looking non-GAAP financial measures to
the most directly comparable GAAP financial measures is available without unreasonable efforts at this time.
Important Information About the Proposed Business Combination and Where to Find It
In connection with the Proposed Business Combination described herein, MCAC intends file relevant materials with the SEC, including a proxy statement on Schedule 14A, including a preliminary proxy statement and a
definitive proxy statement (the "Proxy Statement"). Promptly after filling its definitive proxy statement with the SEC, MCAC will mail the definitive proxy statement and a proxy card to each stockholder entitled to vote at the
special meeting relating to the transaction. INVESTORS AND STOCKHOLDERS OF MCAC ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT
DOCUMENTS IN CONNECTION WITH THE TRANSACTION THAT MCAC WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT MCAC, PLAYBOY AND THE
TRANSACTION. The definitive proxy statement, the preliminary proxy statement and other relevant materials in connection with the transaction (when they become available). and any other documents filed by MCAC with the
SEC, may be obtained free of charge at the SEC's website (www.sec.gov) or by visiting the investor relations section of www.mcacquisition.com.
INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS
OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Participants in the Solicitation
MCAC and its directors and executive officers may be deemed participants in the solicitation of proxies from MCAC's stockholders with respect to the Proposed Business Combination. A list of the names of those directors and
executive officers and a description of their interests in MCAC will be included in the proxy statement for the Proposed Business Combination and be available at www.sec.gov. Additional information regarding the interests of
such participants will be contained in the proxy statement for the Proposed Business Combination when available. Information about MCAC's directors and executive officers and their ownership of MCAC common stock is set
forth in MCAC's prospectus, dated June 4, 2020, as modified or supplemented by any Form 3 or Form 4 filed with the SEC since the date of such filing. Other information regarding the interests of the participants in the proxy
solicitation will be included in the proxy statement pertaining to the Proposed Business Combination when it becomes available. These documents can be obtained free of charge from the sources indicated above.
Playboy and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the stockholders of MCAC in connection with the Proposed Business Combination. A list of the names of
such directors and executive officers and information regarding their interests in the proposed Business Combination will be included in the Proxy Statement for the Proposed Business Combination.
No Offer or Solicitation
This Presentation shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such jurisdiction. No offering of securities will be made except by means of a prospectus meeting the requirements of Securities Act of 1933, as amended, or an
exemption therefrom.View entire presentation