PRIVATE & CONFIDENTIAL Discussion Materials and Market Overview May 2021 1. SPAC Market Overview 2. SPAC Mechanics & Key Considerations 3. About Canaccord Genuity (CG) 4. Recent CG SPAC Qualifications Driven by your success. Driven by your success. Key Highlights Proceeds Announced Year # IPO Searching Liquidated (B) / Closed • 711 SPACs have listed on U.S. exchanges since 2016 2016 13 $3.5 11 0 2 − Total IPOs proceeds for the period are $220 billion 2017 34 $10.0 31 0 3 • 277 of the SPACs have announced or closed on subsequent acquisitions – “Qualified Transaction” (QT) 2018 46 $10.8 45 0 1 2019 59 $13.5 52 6 1 • 421 SPACs that have priced since the beginning of 2020 remain in the market for an acquisition 2020 248 $82.6 130 118 0 • Additional 259 on file for IPO in 2021 2021 311 $99.7 8 303 0 Number of U.S.SPAC IPOs Gross SPAC IPO Proceeds ($USD in billions) 120 $40.0 109 $35.6 $35.4 98 $35.0 100 91 $30.0 $25.7 80 $25.0 60 $20.0 $17.7 50 47 $15.0 $13.1 38 $11.8 40 32 $11.0 $10.2 26 $10.0 $6.9 18 20 13 9 9 $5.0 $3.2 $2.7 $3.0 0 $0.0 May Jun Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr Source: Dealogic and SPAC Insider as of 4/30/21. All US-listed SPACs since 2016. Page 4 Driven by your success. Market Commentary 2021 SPAC Highlights • IPO market stalled in April – 13 IPOs priced raising $3B in Jan Feb Mar Apr TOTAL proceeds; deal count and proceeds were both down approximately 90% from March levels 2021 Priced IPOs • Slowdown is largely due to thinning returns as well as SEC # IPOs 91 98 109 13 311 scrutiny and the potential for new guidance around SPAC IPO Proceeds ($B) 25.7 35.6 35.4 3.0 99.7 accounting practices Announced QT 6 2 0 0 8 • The recent drop-off in activity immediately followed a 3- week stretch of negative 1-day returns on IPOs 2021 Announced QTs • 427 SPACs remain actively searching for QTs – 303 are IPOs that priced in 2021 # QTs 17 43 33 19 112 • Backlog of IPOs continues to grow – 259 on file that have yet QT Ent. Value ($B) 35.8 116.2 79.8 58.3 290.0 to price heading into this week PIPE Value ($B) 21.0 14.7 9.6 7.0 52.4 40.0 120 35.0 35.6 35.4 100 30.0 80 25.0 25.7 # IPOs 20.0 60 15.0 17.7 40 IPO Proceeds ($B) IPOProceeds 10.0 11.8 13.1 11.0 10.2 20 5.0 0.7 2.3 1.0 2.2 3.2 2.7 6.9 3.0 0.0 0 Jan Feb Mar Apr May June Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr IPO Proceeds IPOs Dealogic & SPAC Insider as of 4/30/21. Page 5 Driven by your success. IPO Volume Average SPAC IPO Size ($USD in billions) ($USD in millions) Warrant Coverage Evolution ⚫ SPACs have accounted for 64% of all IPO volume in 2021, compared with 49% in 2020 ⚫ The average SPAC IPO size has increased more than 40% from 2019 ⚫ Average SPAC has 18.5 months left to complete an acquisition ⚫ Over time, SPACs have trended towards smaller fractional warrant coverage Source: Dealogic , SPAC Insider and CapIQ as of 4/30/21 Page 6 Driven by your success. IPO Proceeds ($M) % Held in Trust Key Highlights ⚫ 546 SPAC IPOs in the last twelve 8% 9% 4% months with a substantial pick-up 6% in 1Q21, followed by tempered 19% activity in April 25% $250M 10% above 100% ⚫ Most deals ranged from $100 -$300 Median million, with a median of $250 million in cash proceeds 39% 90% ⚫ Most common warrant coverage was 1/2 or 1/3 (included on 60% of $0 - $100 $100 - $200 $200 - $300 100.0% 100.5% 101.5%+ IPOs) $300 - $500 $500+ Qualifying Transaction (QT) Period Warrant Coverage Sector Focus Warrant Coverage No. of SPACs Sector No. of SPACs 5% 1/5+ 80 Technology 199 11% 1/4 71 General / Broad 75 1/3 173 24 Months Life Sciences 77 Median 1/2 152 Sustainability 63 3/4 6 Consumer 37 84% 1/1 16 Geographic Focus 21 +1/1 10 6 - 12 months 12 - 18 months None 38 Other 74 18 - 24 months Source: Dealogic & SPAC Insider from 5/1/20-4/30/21 Page 7 Driven by your success. SPAC Status by Year of IPO SPAC Success Rate (% of transactions) (% of transactions) 100% 2% 9% 2% 12% 1% 90% 15% 15% 80% 54% 52% 70% 40% 60% 50% 85% 93% 40% 85% 85% 30% 34% 46% 46% 20% 10% 6% 4% 10% 2% 0% 2015 2016 2017 2018 2019 2020 2021 # SPACs 20 13 34 46 59 252 579 Filed for IPO Searching Announced Completed Liquidated SPAC Maturity (% of transactions) ⚫ Since 2015, SPACs have had a 94% success rate at completing a transaction ⚫ Even with a high success rate, 21% of SPACs had to file for a shareholder extension in order to complete an acquisition ⚫ On average, a SPAC takes 77% of the allotted time to complete an acquisition Source: SPAC Insider as of 4/30/21 Includes data from 2015-April 2021 Page 8 Driven by your success. ⚫ With explosivity in the SPAC IPO market over the past two years, the volume of announced and completed SPAC acquisitions has followed suit ⚫ Growing number of SPACs seeking targets has not only driven up the number of transactions, but also boosted the average transaction size ⚫ Similar to the non-SPAC M&A market, the Technology sector has been a prime target for SPAC acquisitions and has accounted for nearly one-third of acquisitions Announced SPAC Acquisitions Average Completed SPAC Acquisition Size ($USD in billions) (Average, $USD in billions) SPAC Acquisitions by Sector % Shareholder Redemptions (% of deals) Source: Dealogic & SPAC Insider as of 4/30/21 *Includes deals that have been announced and closed since 2015 Page 9 Driven by your success. ** Other includes Business Services, Communications, Real Estate and Transportation $60 $56.66 $49.76 $50 $47.22 $39.05 $40 $36.54 $47 $30.04 $29.30 $29.06 $30 $40 $27.93 $37 $25.82 $25.55 $25.32 $22.85 $29 $22.75 $22.15 $27 $20.27 $20 $20 $19 $19 $18 $16 $16 $15 $13 $13 $12 $10 $10 $10 $10 $10 $10 $10 $10 $10 $10 $10 $10 $10 $10 $10 $10 $10 $10 $- DKNG PLBY BWMX LPRO QS MP UTZ AHCO CLVT PCT DNMR CHPT RPAY LAZR SPCE OPEN Target Diamond Eagle Mountain Crest DD3 Nebula Kensington Fortress Value DFB Healthcare Churchill Roth CH Live Oak Switchback Thunder Bridge Social Capital Social Capital Collier Creek Gores SPAC Acquisition Acquisition Acquisition Acquisition Capital Acquisition Acquisition Capital Acquisition I Acquisition Energy Acquisition, Hedosophia Hedosophia Holdings Metropoulos Corporation Corporation Corporation Corporation* Acquisition Corporation Corporation Corporation Company Corporation Acquisition Limited Holdings Holdings Pro Forma $2,700 $413 $366 $1,080 $3,300 $1,044 $1,561 $1,041 $4,249 $826 $525 $2,401 $663 $2,900 $1,500 $4,768 EV($mm) Close Date 4/23/2020 2/10/2021 3/13/2020 6/10/2020 11/25/2020 11/13/2020 8/28/2020 11/8/2019 5/13/2019 3/16/2021 12/29/2020 2/26/2021 7/11/2019 12/2/2020 10/25/2019 12/17/2020 *The stock prices shown are as of 4/30/2021 and should not be relied upon as current thereafter. **Source: S&P Capital IQ and Dealogic Page 10 Driven by your success. **Does not include warrant value Driven by your success. • A SPAC is a publicly-listed acquisition vehicle whereby a sponsor team raises a blind pool of cash to pursue and complete a business combination with a private operating company – Usually sponsored by industry experts in partnership with capital markets expertise – SPACs typically have 18 to 24 months to complete a transaction • Investors purchase a $10.00 unit that includes a common share and fractional warrant. SPAC shares can be sold at any time once the IPO has priced. • 100% of the capital is put into a trust and the vehicle is publicly traded. Upon a business combination, SPAC investors have the option to invest in the new operating company or redeem their common shares for their pro-rata share of cash in trust. • SPACs have been successfully utilized for operating companies to IPO, pursue roll-up strategies, de-lever balance sheets, relist existing securities, and raise necessary growth capital • Majority of SPACs have at least $100 million in trust with some exceeding $1 billion – SPACs typically acquire minority stakes in businesses, often 20 – 30% of total enterprise value Private operating Publicly listed Publicly listed successor with company with acquisition vehicle shared ownership from new and attractive growth and with cash in trust existing shareholders financial profile Page 12 Driven by your success. Benefits of SPAC Benefits Going Public ⚫ Transaction often priced at premium valuation Premium ⚫ Negotiated during LOI stage, confirmed through diligence Valuation ⚫ Known and publicly announced at time of executing definitive agreement for QT ✓ Access to capital ⚫ SPACs have become increasingly mainstream and Premier institutionalized Incentive for Sponsorship ⚫ Recent SPACs have been raised by premier sponsors and ✓ employees/management supported by premier institutional investors ⚫ Capital pre-funded, substantial diligence and support confirmed prior to QT announcement Platform for acquisitions Relative ✓ Certainty of ⚫ Any additional funds raised are marketed as private placement Funds prior to QT announcement ⚫ Redemption risk should be manageable Transparent governance ✓ ⚫ Four-week upfront diligence, valuation and documentation Expedient before public announcement and Efficient Process ⚫ Three-month SEC review period and marketing prior to close; Access for investment to broad prospectus can leverage SPAC’s S-1 ✓ public (not just VC investors) Relatively ⚫ Plain vanilla common shares Simple ⚫ Flexibility around raising additional funds and assuming / raising Structure debt capital Page 13 Driven by your success.