EFTA01369697

Why should premier Sponsors consider the SPAC market? 4, Deutsche Bank has been Benefits Considerations left lead on SPACs for the pre-eminent buyout firms ✓ Permanent public equity capital — Conflicts with existing funds Private equity investors ✓ No liquidity pressures that exist in a private fund context — Team dedicated to vehicles and allocation of time including Centerview Diversify capital raising channels with new investor base Partners, Riverstone, TPG — Messaging around potential pushback from existing LPs (Pace Holdings Corp.), Potential channel for multiple issuances in the future The Gores Group and WL — Capital is not fully committed Ross & Co. have raised or Significant economics relative to sponsor at-risk capital are planning to raise — Finding the right deal that is appropriate for a SPAC money through blank- Significantly easier process to raise money than private check companies to make capital — Sizing the SPAC acquisitions outside of Private capital market remains constrained and fees their main buyout funds continue to compress A well-tailored SPAC ✓ Product is becoming more institutionalized with sellers could be conflict-free and looking at the structure with more credibility complementary to any ✓ Wave of successful deal closures all trading meaningfully Sponsor's platform as a above par natural extension of its investment strategy ✓ Investor base is expanding to more traditional, long-only accounts Deutsche Bank 12 Corporate & Investment Banking CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0062129 CONFIDENTIAL SDNY_GM_00208313 EFTA01369697