EFTA01369700.pdf

DB is involved in every stage of the back-end The cornerstone of the DB SPAC franchise is its back-end strength I Key milestones Access to DB's industry banking and capital markets expertise Prior to announcement: - speak to investors 0 Target assessment Access to DB's research capabilities, including up-to-date information on other SPAC transactions Access to DB's M&A advisory capabilities under NDA regarding proposed transaction Assistance educating sellers about the SPAC structure Announcement day: Target • Up-to-date color on SPAC market performance • investor call 0 interactions file roadshow • Advice on how to position a target for public investor discussions presentation Marketing period: 0 • Structuring and execution of financing package, as appropriate file proxy or tender • Hedging programs for any FX exposure, as appropriate documents • meet with new and existing investors Wall-crossing of investors to vet the story and the transaction • conference calls 0 Investor Assist with negotiations to raise incremental equity, as needed • update filings as interaction Roadshow to fundamental equity investors needed maintain flexibility On-going investor dialogue throughout the process Complete acquisition Post- Investment banking coverage 0 transaction support Trading support Deutsche Bank 17 Corporate & Investment Banking CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0062134 CONFIDENTIAL SDNY_GM_00208318 EFTA01369700