Rush Street SPAC Presentation Deck
Transaction Structure
Transaction Overview
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RSI is a leading online gaming company with number one market share in online casino in the United States¹ as well as a top online sports betting offering
dMY Technology Group, Inc. (DMYT) is a publicly traded special purpose acquisition company with $230 million in cash held in trust
DMYT will combine with RSI in an Up-C structure
DMYT has obtained commitments for a $160 million PIPE at $10.00 per share of common stock to facilitate the combination with RSI
Sources and Uses ($m)7
Sources
SPAC Cash in Trust²
PIPE Investment
RSI Rollover Equity
Sponsor Shares
$2306
$160
$1,6003,5
$58
$2,048
Uses
Cash to Balance Sheet
Cash to RSI Shareholders
RSI Rollover Equity
Sponsor Shares
Transaction Costs
$235
$125
$1,6003,5
$584,5
$30
$2,048
Pro Forma Ownership7
Sponsor
2.8%
78.1%
RSI
Public
11.2%
7.8%
PIPE
1. See footnote 1 on pg. 12 2. Subject to redemption 3. Includes $150m value in RSI earnout shares less $125m of secondary capital to RSI shareholders; 4. Sponsor may forfeit up to 1,205,937 Sponsor promote shares if aggregate available cash raised through the fifth day after closing is less than $245m, decreasing in a linear fashion down to $160m (i.e.
all shares at risk will be forfeited if aggregate available cash is $160m and zero shares will be forfeited if aggregate available cash is $245m) 5. RSI earnout of 15.0m shares and Sponsor earnout of 1,212,813 shares can be earned upon achievement of certain triggering events which are based upon a combination of 2021 Revenue targets and PubCo VWAP
targets 6. Balance as of 3/31/2020 7. Assumes no redemptions of DMYT public shares
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