Clover Health SPAC Presentation Deck
Disclaimer (Cont'd)
See the footnotes on the slides where these measures are discussed and the Appendix for reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures. Additionally, to the extent that
forward-looking non-GAAP financial measures are provided, they are presented on a non-GAAP basis without reconciliations of such forward-looking non-GAAP measures due to the inherent difficulty in forecasting and quantifying
certain amounts that are necessary for such reconciliations
Additional Information; Participants in the Solicitation. If the contemplated business combination is pursued, SCH will be required to file a preliminary and definitive proxy statement, which may include a registration statement, and
other relevant documents with the SEC. Stockholders and other interested persons are urged to read the proxy statement and any other relevant documents filed with the SEC when they become available because they will contain
important information about SCH, Clover and the contemplated business combination. Shareholders will be able to obtain a free copy of the proxy statement (when fied), as well as other fings containing information about SCH,
Clover and the contemplated business combination, without charge, at the SEC's website located at www.sec.gov.SCH and its directors and executive officers may be deemed to be participants in the solicitation of proxies from SCH's
shareholders in connection with the proposed transaction. A list of the names of such directors and executive officers and information regarding their interests in the business combination will be contained in the proxy
statement/prospectus when available. You may obtain free copies of these documents as described in the preceding paragraph. This Presentation does not contain all the information that should be considered in the contemplated
business combination. It is not intended to form any basis of any investment decision or any decision in respect to the contemplated business combination. The definitive proxy statement will be mailed to shareholder as of a record
date to be established for voting on the contemplated business combination when it becomes available.
Forward Locking Statements. Certain statements in this presentation may constitute "forward-looking statements" within the meaning of the federal securities laws, Forward-looking statements include, but are not limited to,
statements regarding SCH's or Clover's expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or
circumstances, including any underlying assumptions, are forward-looking statements. The words "anticipate," "believe." "continue, "could "estimate," "expect intend," "may," "might, plan," "possible," "potential," "predict."
"project," "should," "strive," "would and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are
predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. You should carefully consider the risks and
uncertainties described in the "Risk Factors" section of SCH's registration statement on Form 5-1, the proxy statement/prospectus on Form S-4 relating to the business combination, which is expected to be filed by 5CH with the
Securities and Exchange Commission [the "SEC") and other documents filed by SCH from time to time with the SEC. These flings identify and address other important risks and uncertainties that could cause actual events and results to
differ materially from those contained in the forward-looking statements Forward-looking statements speak only as of the date they are made Readers are cautioned not to put undue reliance on forward-looking statements, and SCH
and Clover assume no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Neither Social Capital nor Clover gives any assurance that
either SCH or Clover will achieve its expectations.
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