EFTA00610227.pdf

DRAFT Lucid Motors Investment Opportunity May 2017 EFTA00610227 Lucid Investment Highlights • Lifting legacy design constraints and enabling architectural freedom via electrification, Lucid has created a new class of luxury electric vehicles that transcends traditional vehicle segmentation • Targeting direct sales in $100bn+ luxury vehicle markets in US, China, and Europe, followed by participation in ride share applications based upon Lucid product and technology's unique suitability for shared mobility • Developed industry-leading advanced electric vehicle powertrain and battery management technology, resulting in rich IP portfolio of over 300 issued and pending patents • Vehicles equipped with a full array of sensors to enable Level IV autonomous driving when software is ready • Fully functioning Alpha prototypes launched publicly on December 14, Beta prototypes launching in early 2018, customer deliveries begin in 1H 2019 • World-class team with deep bench of technical expertise PRIVATE& CONFIDENTIAL. 2 I MONSTERA DRAFT EFTA00610228 Investment Opportunity • Lucid are currently targeting a $400m Series D to proceed to pre-production prototypes, kick off production preparation, and ramp sales & marketing activities and infrastructure • In addition, Monstera has direct access to a current shareholder holding [ 32% ] in the company, which we are likely to be able to acquire at a discount to the Series D valuation of $1.2 billion • Monstera is seeking to invest and syndicate the secondary buyout of shares and subsequently participate in the fundraising through exercise of the associated pre-emption rights • The transaction would result in Monstera holding the largest stake in the company with the next largest shareholder currently holding 9.5% • There is scope to further increase the stake from [ 32% ] through providing additional capital beyond the anti-dilution allowance through the Series D 3 I MONSTERA DRAFT PRIVATE& CONFIDENTIAL. EFTA00610229 Capitalization Table (January 2017) Monstera can gain a 32% shareholding in Lucid through the acquisition of the stake currently controlled by Yueting Jia Lk: Common Shares Series A Series B Total Options Issued Total Pitfetsed Shares & Outstanding Total Shares % Shareholdin • Outstanding Fully Diluted Blitz Technology HK Co Ltd 15,600,000 15,600,000 15,600,000 1 , 6 WOO 18.77/4 10,9:14,079 10,904,079 10,904,079 10,904,079 Century Point lad 350,000 546,021 896,021 896,021 896,021 1.08% China Environment Fund 5,000,000 1,169,591 6,169,591 6,169,591 6,169,591 7.42% Mice Leung 20,000 20,000 20,000 20,000 0.02% Mark Medearis40 100,000 100,000 100,000 100,000 airA Henry him 350,000 250,000 600,000 250,000 2,493,618 3,093,618 3.72% Venrock 6,400,000 1,497,076 7,897,076 7,897,076 7,897,076 9.50% JAFCO 1,333,333 1,333,333 1,333,333 1,333,333 1.60'/o Mitsui 5,333,333 5,333,333 5,333,333 5,333,333 6.42% Great Eagl&t' 3,120,124 3,120,124 3,120,124 3,120,124 3.75% Thunderpowarn 1,000,000 1,000,000 1,000,000 1,000,000 1.20% Common Stock 6,172,519 6,172,519 6,172,519 7.43% Options Issued & Outstanding 15,364,654 15,364,654 18.48% Options Remaining for Issuance 6,116,251 7.36% Total 6,522,519 12,120,000 9,333,333 31,170,224 59,146,076 52,691,557 17,858,272 83,120,599 100.00% NOTES: (1) LeTV represents Lesoar Holdings Limited (2) Mark Medearis includes investments made by GC&H, HEWM/VI.G, Mark Medearis and Teresa DIvkaris Trustees (3) Henry Li includes investments made by Hongguang Li and Phone Investment (4) Great Eagle intrudes investments made by Green Ventures Global Limited, l ading Edge Ventures limited (5) Thuncletpower represents SinotIP Co Ltd. 4 I MONSTERA DRAFT PRIVATE& CONFIDENTIAL. EFTA00610230 Transaction Summary Monstera will invest and syndicate [ $460m ] at a discount to market value to become the largest shareholder in Lucid Monstera 0 Yueting Jia (n) Other Shareholders 0 O O Monstera acquires [ 32% ] stake from YT at a [ 13% ] discount to valuation at series D fundraising Monstera participates in the [ $400m ] Series D funding round of Lucid as part of exercise of its pre-emption rights Other existing and incoming investors participate in the remaining [ 68% ] of the Series D Participation in fundraising results in Monstera retaining its stake of [ 32% ] in Lucid Other existing and incoming investors SS end up holding the remaining [ 68% ] in the company 5 I MONSTERA DRAFT PRIVATE& CONFIDENTIAL. EFTA00610231 Valuation Summary Monstera can achieve a 32% stake in post Series D Lucid at a blended discount of 10% to market value USD MM (except for percentages) Lucid Pre-Money Valuation 1,200 Secondary Share Stake 31.9% Secondary Share Discount 13.0% Secondary Share Purchase Price 333 Total Series D Capital Increase 400 Monstera Participation 128 Post Money Valuation 1,600 Total Monstera Investment 460 Total Market Value of Monstera Investment 510 Blended Discount to Market Value 9.8% 6 I MONSTERA DRAFT PRIVATE& CONFIDENTIAL. EFTA00610232 Disclaimer This il eum tu t (the "Document) is being circulated to a limited number of sophisticated institutional investors on a confidential basis by Monstera. This Document is proprietary 10 Monstera and is intended solely for the information of the person to whom it has been delivered. By accepting delivery of and retaining this doCUMellt, tile recipient agrees (i) not III reproduce or distribute this Document in whole or in part and inn to disclose any of its contents to my other person; and (i) that it shall not rely iqxm my information in this document for any purposes. If the recipient does not agree with the fore-wing conditions then it must return this document to Monstera immediately. This Document is intended to supplement a preliminary discussion of Monstera's business. Monstera is nn making:nay offer or invitation of any kind by communication of this Document to the recipient and under no circumstances is it to be construed as, a prospectus or an advertisement. No reliance may, nor should, be placed upon the contents of this Document by am' person for Any Fauvist:: whatsoever. In particular it should not he relied upon by any person who subsequently decides to apply, or nee to apply, for my interest in any investment product that may later he roue available by Monstera or any member of its group. Without limiting the generality of the foregoing, this Document does Milt constitute an invitation or inducement of any sort to any person in any jurisdiction in which such an invitation or inducement is not permitted or where Monstera is not qualified to make such invitation or inducement. In particular, this Document is not intended to constitute, and should not Ix construed as, marketing of an Ahern/6W Investment Fund for any purposes of the Alternative I 11VeSIITIent Fund Managers Directive. This document is intended to be communicated only to such persons as Monstera is legally able to send it and who are legally able to receive it in their jurisdiction of residence. If you are not such a person please return it to the Manager immediately. 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Except where otherwise indicated herein, the information provided in this presentation is based on matters as they exist as of the date of preparation and not as of any future date, and will not be updated or otherwise revised to reflect information that subsequently becomes available, or circumstances existing or changes occurring after the date hereof. This Document is subject to the assumptions (if any) and notes contained herein. This OnCUITIellt and the rights and obligatiiins of the recipients arising oat of or in co mucction with it, whether contractual, non-contractual, pre-ciintractual in otherwise, are gtivemed by the laws of England and Wales. 7 I MONSTERA DRAFT PRIVATE & CONFIDENTIAL EFTA00610233