Newsight Imaging SPAC

● ● About Newsight TRANSACTION HIGHLIGHTS Newsight is a world-class Israeli developer and manufacturer of high-performance, affordable image sensors for 3D imaging solutions and spectral analysis applications. A technology leader in sensors for LiDAR and 3D perception that provide superior performance, flexibility, and price. Newsight is a developer of proven, cutting-edge, cost- effective spectral technology for loT real-time portable sensing. They have growing recognition and awards for their capabilities. The range of uses and sectors demanding vision sensing capabilities is huge and growing at an estimate CAGR of 26% Newsight has existing and growing revenue flow driven by existing contracts, joint ventures and contracts in testing/negotiation. * Assuming $30M in PIPE and $10M pre-transaction financing, 80% redemption rate and un-diluted share ● ● Highlights Introducing Newsight ● Transaction Highlights Vision Sensing Acquisition Corp.("VSAC") is a NASDAQ listed SPAC with ~US$102 million in cash held in trust. VSAC has agreed to acquire Israeli Newsight Imaging Ltd. for US$215 million in a reverse merger transaction. At 1.6x forecast revenue and 7.5x EBITDA in Year 3, this is well below market comparables Substantial upside potential from forecast 316% CAGR, The pro forma enterprise value is nearly US$300.0 million.* Newsight shareholders will roll over 100% of their equity and are expected to own -68% of the consolidated company.* ● ● ● ● ● Newsight Organization Financial Summary Due Diligence Transaction & Value Proposition Substantial due diligence by VSAC supported by independent expert due diligence Comprehensive legal due diligence and opinion by VSAC legal counsel, Nelson Mullins Riley & Scarborough LLP Patent and IP reviews were prepared by the IP department of Nelson Mullins Riley & Scarborough LLP. Financial due diligence, reviews of the forecast assumptions and a Fairness Opinion were provided by BDO Ziv Haft Consulting and Management Ltd. Technical due diligence and product testing was undertaken by Exponent, Inc., a leading NASDAQ listed, multi-disciplinary engineering and scientific consulting firm. 9

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