OppFi SPAC Presentation Deck
42
Transaction Overview
Sources & Uses ($mm)
Cash in Trust¹
Seller Rollover
Excess Cash From Balance Sheet
Total Sources
Seller Rollover
Proceeds to Selling Shareholders¹
Estimated Transaction Expenses
Total Uses
Pro Forma Ownership¹,2,4
8%
30% 62%
■Seller Rollover
■SPAC Investors
■FGNA Sponsor
$243
$500
$16
$759
$500
$243
$16
$759
●
●
●
Pro forma fully diluted equity value of $803.0mm, 12.2x
multiple of 2021P Adj. Net Income or 9.1x multiple of 2022P
Adj. Net Income3,8
Current owners will retain ~62% ownership in public OppFi¹,2,4
The transaction is expected to close in Q2 2021
Pro Forma Valuation ($mm)
Share Price
x Pro Forma Shares Outstanding 1,2
Pro Forma Equity Value
+ Net Debt5
Implied Enterprise Value
Multiples 6,7
Equity Value/2021P Adj. Net Income8
Equity Value/2022P Adj. Net Income
TEV/2021P Adj. EBITDA³
TEV/2022P Adj. EBITDA
$10.00
80.300
$803
106
$909
1. Assumes no redemptions
2. Excludes any impact of excess working capital at close
3. Adj. Net Income represents Adj. EBT tax-affected at 25% assumed tax rate. Pro forma for fair market value accounting and includes anticipated recurring public company costs
4. Assumes a share price of $10.00. Ownership excludes dilutive impact of ~5.6 million Sponsor warrants struck at $11.50 and $15.00, ~11.9 million Public Warrants struck at $11.50 and 25.5 million seller earnout shares released at share price
hurdles of $12.00, $13.00 and $14.00.
5. As of 12/31/20. Pro forma for estimated transaction expenses
6. 2021P Adj. Net Income of $66.0mm based on pre-tax income of $88.0mm and assumed tax rate of 25%; 2022P Adj. Net Income of $87.8mm based on pre-tax income of $117.1mm and assumed tax rate of 25%
7. TEV / Adj. EBITDA multiples based on 2021P and 2022P Adj. EBITDA of $132.0mm and $182.0mm, respectively. Adj. EBITDA pro forma for fair market value accounting and includes anticipated recurring public company costs
8. 2021P projections exclude potential impact of additional government stimulus
12.2x
9.1x
6.9x
5.0x
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