EFTA01369720.pdf

GORES HOLDINGS Gores Holdings, Inc. (NASDAQ: "GRSHU") $375 million SHAG IPO Deutsche Bank acted as Summary IPO terms Gores Holdings overview sole bookrunner on the • Gores Holdings. Inc is a blank check company formed for the purpose S375mm IPO of Gores Holdings. Inc.. the second GORES HOLDINGS of entering into a business combmation with an enduring business with compelling public market Pricing date: August 13,2015 • Seeks to identify operationally-oriented acquisition opportunities and largest IPO post-crisis emphasize on the industries or sectors for which its management team Transaction size: $375 million (excluding greenshoet has considerable knowledge Securities offered: 37.5 million units (includes a partial exercise of the Gores Holdings combines over-allotment shams) • Management team is led by Alec Gores, an entrepreneur, operator and - each consisting of 1 share of common stock and 1 private equity investor with over 35 years experience a deep bench of warrant (exercisable for Yr share of common stock) - Alec Gores is the Founder. Chairman and CEO of The Gores Group. experienced operators Amount held in trust: Equal lo 100% of offering proceeds a global investment firm with 28-year of successful operational investing experience in TMT. industrials and healthcare sectors with a disciplined Sponsor "al risk" $9.5 million investmen1 in vmuants at $0.50 per investment: warrant (Seel purchase of 18 million warrants) - Gores Group has completed over 100 transactions and 46 corporate investment approach to divestitures Sponsor promote: Shams issued to sponsor at formation equivalent to offer a compelling solution 20015 of common equity ownership post - public raise - The team has complementary skills and experience encompassing all aspects of the investment process to potential transaction partners. including a Offering tees: DB Role: 5.5% including 3.5% deterred fees Solo Booluunner a - Combined experience of over 80 years in prorate equity and investment banking strong focus on corporate carve-out acquisitions Investment highlights Why the blank check structure works for The Gores Group Bathed by a global private equity firm %vitt) 28-year track record of • Attractive structure to selectively pursue larger-scale investments successful operational investing Key management Management team has over 80 years of combined operational. financial • Next step in the evolution of The Gores Group with senior investment and transactional experience management focus Name • Source of permanent capital to allow for significantly longer Position Access to robust proprietary deal flow investment hold periods Alec Gores Chairman of the Board Strong blue-chip corporate relationships • Proven access to deal flow for larger-sized transactions • Mark Stone Tailored investment vehicle for a proven team to pursue complicated • Platform for a complementary business line through future repeat ) CEO structures in a public format issuance Kyle Wheeler Provides unique extension of Gores capabilities beyond core President. CFO and Secretary Strong alignment of interests 'lath The Gores Group, a premier sponsor pavane equity business while SPAC size eliminates conflicts Deutsche Bank Source. Company dale 35 Corporate Banking Z. Securities CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0062155 CONFIDENTIAL SDNY_GM_00208339 EFTA01369720