Xos SPAC Presentation Deck
RISK FACTORS
Risks Related to the Business Combination
● Transaction Costs. Both NextGen and Xos will incur significant transaction costs in connection with the Business
Combination.
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Contingencies of Business Combination. The consummation of the Business Combination is subject to a number
of conditions and if those conditions are not satisfied or waived, the Business Combination Agreement may be
terminated in accordance with its terms and the Business Combination may not be completed.
Key Personnel. The ability to successfully effect the Business Combination and the Combined Company's ability
to successfully operate the business thereafter will be largely dependent upon the efforts of certain key
personnel of Xos, all of whom we expect to stay with the Combined Company following the Business
Combination. The loss of such key personnel could negatively impact the operations and financial results of the
combined business.
Redemption. There is no assurance that a shareholder's decision whether to redeem its shares for a pro rata
portion of the Trust Account will put the shareholder in a better future economic position.
Value of Securities. If the Business Combination's benefits do not meet the expectations of investors or securities
analysts, the market price of NextGen's securities or, following the consummation of the Business Combination,
the value of the Combined Company's securities, may decline.
Stock Exchange Approval. There can be no assurance that the Combined Company's securities will be approved
for listing on the chosen stock exchange or that the Combined Company will be able to comply with the
continued listing standards of such stock exchange.
Legal Proceedings. Legal proceedings in connection with the Business Combination, the outcomes of which are
uncertain, could delay or prevent the completion of the Business Combination.
COVID-19. The Business Combination or Combined Company may be materially adversely affected by the recent
COVID-19 outbreak.
Compliance with Laws. Changes in laws or regulations, or a failure to comply with any laws and regulations, may
adversely affect Xos' and the Combined Company's business, including NextGen's and Xos' ability to
summate the
ness Combination, and results operations.
Confidential and Privileged, Property of Xos, Inc.
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