Acies SPAC Presentation Deck slide image

Acies SPAC Presentation Deck

Illustrative Offering Summary Acies Acquisition Corp. Live, location-based and mobile experiential entertainment industries Issuer Focus Sector Base Offering Size Securities Offered Warrant Terms Amount Held in Trust "At-Risk" Capital Working Capital and Expenses Sponsor Promote Acquisition Period Sponsor Lock-Up Bookrunners Pricing Date $200,000,000 20,000,000 units (plus 3,000,000 units if the over-allotment is exercised in full) ▪ Unit consisting of 1 Class A ordinary share and one-third of one redeemable warrant exercisable for 1 Class A ordinary share ■ ■ 6,666,667 public warrants (7,666,667 public warrants if the over-allotment is exercised in full) 5 year life after initial business combination, or earlier upon redemption or liquidation $11.50 strike, 5 year expiry post business combination Forced conversion or redemption when Class A ordinary shares equal or exceed $18.00 per share ▪ Forced conversion or redemption when Class A ordinary shares equal or exceed $10.00 per share, provided that holders may cashless exercise into additional Class A ordinary shares based on fair market value make-whole grid 100% of offering proceeds ■ ■ ■ I ■ ■ ■ I A $6,500,000 (4,333,333 warrants purchased at $1.50 per warrant); $7,100,000 (4,733,333 warrants purchased at $1.50 per warrant) if the over- allotment is exercised in full Approximately $1,500,000 to be used for working capital post-closing (cash held outside trust) Approximately $1,000,000 allocated for offering expenses 5,000,000 Class B ordinary shares (5,750,000 shares if the over-allotment is exercised in full), which will equal 20% of the outstanding ordinary shares upon completion of the offering 24 months (or 27 months if Acies has executed a letter of intent, agreement in principle or definitive agreement within 24 months) Standard lock-up expires 1 year post-combination or if shares trade above $12.00 for 20 out of 30 trading day period beginning 150 days post- combination Morgan Stanley, JP Morgan, Oppenheimer & Co. Thursday, October 22nd, 2020 (post-close) 3
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