Next.e.GO Investor Update
The risks presented below are certain of the general risks related to the Company's business, industry and ownership structure and are not exhaustive. The list below is qualified in its entirety by disclosures
contained in future filings by the Company, or by third parties (including Athena) with respect to the Company, with the United States Securities and Exchange Commission ("SEC"). These risks speak only as of the
date of this presentation and the Company makes no commitment to update such disclosure. The risks highlighted in future filings with the SEC may differ significantly from, and will be more extensive than, those
presented below.
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Risks Relating to the Ordinary Shares
The rights of TopCo's shareholders and the duties of TopCo's directors will be governed by (i) Dutch law, (ii) the
TopCo Articles of Association and (iii) internal rules and policies adopted by the TopCo Board, and will differ in
some important respects from the rights of shareholders and the duties of members of a board of directors of a
company incorporated in Delaware.
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RISK FACTORS - 3 OF 3
Uncertainties about the Business Combination during the pre-closing period may cause third parties to delay or
defer decisions concerning Next.e.GO Mobile or seek to change existing arrangements.
Subsequent to the consummation of the Business Combination, TopCo may be required to take write-downs or
write-offs, restructuring and impairment or other charges that could have a significant negative effect on its
financial condition, results of operations and share price, which could cause investors to lose some or all of
their investment.
TopCo will be organized and existing under the laws of the Netherlands, and, as such, the rights of TopCo
shareholders and the civil liability of TopCo directors and executive officers will be governed in certain respects
by the laws of the Netherlands.
TopCo does not anticipate paying dividends on TopCo Shares.
Each of Athena's and Next.e.GO Mobile's current equityholders will own a significant portion of TopCo Shares
and will have representation on the TopCo Board. Athena's and Next.e GO Mobile's current equityholders may
have interests that differ from those of other shareholders.
The market price and trading volume of TopCo Shares and TopCo Public Warrants may be volatile and could
decline significantly following the Business Combination.
If securities or industry analysts do not publish research, publish inaccurate or unfavorable research or cease
publishing research about TopCo, its share price and trading volume could decline significantly.
TopCo Shareholders may not be able to exercise pre-emption rights and, as a result, may experience
substantial dilution upon future issuances of TopCo Shares or rights to subscribe for TopCo Shares.
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