Playboy Investor Conference Presentation Deck

PLAYBOY 2020 2 Legal Disclaimer This presentation (this "Presentation") is provided for information purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between Mountain Crest Acquisition Corp. ("MCAC") and Playboy Enterprises, Inc. ("Playboy" or the "Company") and related transactions (the "Proposed Business Combination") and for no other purpose. No representations or warranties, express or implied are given in, or in respect of, this Presentation. To the fullest extent permitted by law in no circumstances will MCAC, Playboy or any of their respective subsidiaries, stockholders, a liates, representatives, partners, directors, o cers, employees, advisers or agents be responsible or liable for any direct, indirect or consequential loss or loss of pro t arising from the use of this Presentation, its contents, its omissions, reliance on the information contained within it, or on opinions communicated in relation thereto or otherwise arising in connection therewith. Industry and market data used in this Presentation have been obtained from third-party industry publications and sources as well as from research reports prepared for other purposes. Neither MCAC nor Playboy has independently veri ed the data obtained from these sources and cannot assure you of the data's accuracy or completeness. This data is subject to change. In addition, this Presentation does not purport to be all-inclusive or to contain all of the information that may be required to make a full analysis of Playboy or the Proposed Business Combination. Viewers of this Presentation should each make their own evaluation of Playboy and of the relevance and adequacy of the information and should make such other investigations as they deem necessary. Forward Looking Statements Certain statements included in this Presentation that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect," "should," "would," "plan," "predict," "potential," "seem," "seek," "future," "outlook," "model," "target," "goal," and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of nancial and performance metrics and projections of market opportunity. These statements are based on various assumptions, whether or not identi ed in this Presentation, and on the current expectations of MCAC's and Playboy's management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a de nitive statement of fact or probability. Actual events and circumstances are di cult or impossible to predict and will di er from assumptions. Many actual events and circumstances are beyond the control of MCAC and Playboy. These forward-looking statements involve signi cant risks and uncertainties that could cause the actual results to di er materially from those discussed in the forward-looking statements. Most of these factors are outside MCAC's and Playboy's control and are di cult to predict. Factors that may cause such di erences include, but are not limited to: (1) the occurrence of any event, change, or other circumstances that could give rise to the termination of the de nitive merger agreement (the "Agreement"); (2) the outcome of any legal proceedings that may be instituted against MCAC and Playboy following the announcement of the Agreement and the transactions contemplated therein; (3) the inability to complete the Proposed Business Combination, including due to failure to obtain approval of the stockholders of MCAC, certain regulatory approvals, or satisfy other conditions to closing in the Agreement; (4) the occurrence of any event, change, or other circumstance that could give rise to the termination of the Agreement or could otherwise cause the transaction to fail to close; (5) the impact of COVID-19 pandemic on Playboy's business and/or the ability of the parties to complete the Proposed Business Combination; (6) the inability to obtain or maintain the listing of MCAC's shares of common stock on Nasdaq following the Proposed Business Combination; (7) the risk that the Proposed Business Combination disrupts current plans and operations as a result of the announcement and consummation of the Proposed Business Combination; (8) the ability to recognize the anticipated bene ts of the Proposed Business Combination, which may be a ected by, among other things, competition, the ability of Playboy to grow and manage growth pro tably, and retain its key employees; (9) costs related to the Proposed Business Combination; (10) changes in applicable laws or regulations; (11) the possibility that MCAC or Playboy may be adversely a ected by other economic, business, and/or competitive factors; (12) risks relating to the uncertainty of the projected nancial information with respect to Playboy; (13) risks related to the organic and inorganic growth of Playboy's business and the timing of expected business milestones; (14) the amount of redemption requests made by MCAC's stockholders; and (15) other risks and uncertainties indicated from time to time in the nal prospectus of MCAC for its initial public o ering and the proxy statement relating to the Proposed Business Combination, including those under "Risk Factors" therein, and in other documents of MCAC led, or to be led, with the Securities and Exchange Commission ("SEC"). If any of these risks materialize or our assumptions prove incorrect, actual results could di er materially from the results implied by these forward-looking statements. There may be additional risks that neither MCAC nor Playboy presently know or that MCAC and Playboy currently believe are immaterial that could also cause actual results to di er from those contained in the forward-looking statements. In addition, forward-looking statements re ect MCAC's and Playboy's expectations, plans or forecasts of future events and views as of the date of this Presentation. MCAC and Playboy anticipate that subsequent events and developments will cause MCAC's and Playboy's assessments to change. However, while MCAC and Playboy may elect to update these forward-looking statements at some point in the future, MCAC and Playboy speci cally disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing MCAC's and Playboy's assessments as of any date subsequent to the date of this Presentation. Accordingly, undue reliance should not be placed upon the forward-looking statements. Use of Projections This Presentation contains projected nancial information with respect to Playboy. Such projected nancial information constitutes forward-looking information, and is for illustrative purposes only and should not be relied upon as necessarily being indicative of future results. The assumptions and estimates underlying such nancial forecast information are inherently uncertain and are subject to a wide variety of signi cant business, economic, competitive and other risks and uncertainties. See "Forward-Looking Statements" above. Actual results may di er materially from the results contemplated by the nancial forecast information contained in this Presentation, and the inclusion of such information in this Presentation should not be regarded as a representation by any person that the results re ected in such forecasts will be achieved.