ELECTRIC LAST MILE

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1 ELECTRIC LAST MILE SOLUTIONS INVESTOR PRESENTATION OCTOBER 2021

Transcript of ELECTRIC LAST MILE

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ELECTRIC LAST MILE

SOLUTIONSINVESTOR PRESENTATION

OCTOBER 2021

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Disclaimer

Forward-Looking Statements

This presentation includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. ELMS’s actual results may differ from their expectations, estimates and projectionsand consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, ELMS’s expectations with respect to future performance of the business, the size, demands and growth potential of the markets for ELMS’s products and ELMS’s ability to serve those markets, ELMS’s ability to develop innovative products and compete with other companies engaged in the commercial delivery vehicle industry and/or the electric vehicle industry, ELMS’s ability to attract and retain customers, the estimated go to market timing and cost for ELMS’s products, and the implied valuation of ELMS. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside ELMS’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to (1) the inability to recognize the anticipated benefits of the business combination with Forum Merger III Corporation, which may be affected by, among other things, competition and the ability of ELMS to grow and manage growth profitably and retain its key employees; (2) changes in applicable laws or regulations; (3) the possibility that ELMS may be adversely affected by other economic, business, and/or competitive factors; (4) the impact of COVID-19 on ELMS’s business; (5) any delays ELMS may experience in realizing its projected timelines and cost and volume targets for the production, launch and ramp up of production of ELMS’s vehicles and the modification of its manufacturing facility; (6) the ability of ELMS to obtain customers, obtain product orders, and convert its non-binding pre-orders into binding orders or sales; (7) ELMS’s ability to implement its business plans and strategies; and (8) other risks and uncertainties described in the“Risk Factors” section of ELMS’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021 and in ELMS’s future filings with the Securities and Exchange Commission. Some of these risks and uncertainties may in the future be amplified by the COVID-19 outbreak and there may be additional risks that ELMS considers immaterial or which are unknown. ELMS cautions that the foregoing list of factors is not exclusive. ELMS cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. ELMS does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in their its expectations or any change in events, conditions or circumstances on which any such statement is based.

Industry and Market Data

In this presentation, we rely on and refer to information and statistics regarding market participants in the sectors in which ELMS expects to compete and other industry data. We obtained this information and these statistics from a variety of publicly available sources, including reports by market research firms and other public company filings. No representation ismade as to the reasonableness of the assumptions made within or the accuracy or completeness of any projections or modeling or any other information contained herein. Any data on past performance or modeling contained herein is not an indication as to future performance.

Trademarks

This presentation may contain trademarks, service marks, trade names and copyrights of other companies, which are the property of their respective owners. Solely for convenience, some of the trademarks, service marks, trade names and copyrights referred to in this presentation may be listed without the TM, SM, © or ® symbols, but ELMS will assert, to the fullest extent under applicable law, the rights of the applicable owners, if any, to these trademarks, service marks, trade names and copyrights..

Use of Projections

This presentation also contains certain financial forecasts of ELMS. ELMS’s independent auditors have not studied, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this presentation,and accordingly, neither of them has expressed an opinion or provided any other form of assurance with respect thereto for the purpose of this presentation. These projections are for illustrative purposes only and should not be relied upon as beingnecessarily indicative of future results. [In this presentation, certain of the [below]-mentioned projected information has beenprovided for purposes of providing comparisons with historical data.] The assumptions and estimates underlying the prospective financial information are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information. Projections are inherently uncertain due to a number of factors outside of ELMS’s control.Accordingly, there can be no assurance that the prospective results are indicative of future performance of ELMS or that actual results will not differ materially from those presented in the prospective financial information. Inclusion of the prospective financial information in this presentation should not be regarded as a representation by any person that the results contained in the prospective financial information will be achieved.

Use of Non-GAAP Financial Measures

This presentation includes non-GAAP financial measures, including EBITDA. ELMS believes that these non-GAAP measures are useful to investors for two principal reasons: 1) these measures may assist investors in comparing performance over various reporting periods on a consistent basis by removing from operating results the impact of items that do not reflect core operating performance[; and 2) these measures are used by ELMS’s management and board of directors to assess its performance and may (subject to the limitations described below) enable investors to compare the expected performance of ELMS to its competition]. ELMS believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends. These non-GAAP measures should not be considered in isolation from, or as an alternative to, financial measures determined in accordance with GAAP. Other companies may calculate these non-GAAP measures differently, and therefore such measures may not be directly comparable to similarly titled measures of other companies. This presentation includes financial forecasts, including, but not limited to, with respect to ELMS’s future EBITDA. Reconciliations of these measures to the equivalent measures under GAAP are set forth in the attached tables

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Executive Summary: Electric Last Mile Solutions

Growth:

Low capex Funding for growth:• 500 Engineers Worldwide

• 1,000 Local Workers (Mishawaka, IN)

• Battery Pack Localization

• Customer Focus – Upfitting and Customization

• Data / Software Solutions

• Next Generation Vehicle Design / Upgrades

Sustainability:

Economic and Financial• Lower TCO for Customers

• 100K Production Capacity in the USA

• Engineered in the USA

• Delivering to Customer Contracts

• Comprehensive Service Solutions Nationwide

Environmental• All Electric Vehicles

• Zero Carbon Emissions

• Zero Noise Pollution

• Fleets Committed to Carbon Neutrality

Production / Distribution Expansion:• Canada

• Mexico

• China

• Japan

• Europe

GLOBAL TAM

$480 Billion

Drive Sustainability Future MobilityGreener, Smarter Solutions

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Reliability

Sustainability

Growth

Connectivity

6,000 Vehicle

Firm Orders

Functional Product

First Revenue Q3 2021

Founded by Industry Veterans

Telematics

Data PredictiveMaintenance

DriverSafety

Expansion MarketsPhase I: Canada, MexicoPhase II: China, Japan, Europe

Class 3 Urban UtilityNext Gen Vehicle DesignsUpfitting – Interior UpgradesData Monetization

$480 Billion Global TAM

Cross-IndustryApplications

National, State, Corporates – 100% Zero Emissions Vehicle Sales

Pledge

Commitments by 2040: Canada, China, Japan,

Europe

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CHAPTER TAKEAWAYS1. Demand > Supply2. Government Aligned 3. Untapped Market

GROWTH DRIVERS +MARKET OPPORTUNITY

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By 2025, 50% of FedEx Express global PUD vehicle

purchases will be electric, rising to 100% of all

purchases by 2030.

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Commercial EV Growth Drivers – A Perfect Storm

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Consumer Behavior Accelerating Last Mile Delivery

Compelling Government Support, Incentives & Mandates

Fleet Environmental Sustainability Goals

Business Need for Lower Total Cost of Ownership

E-Commerce grew >40% each of the past two years, yet still account for only 17% of Retail sales

EV Share of Commercial Segment Significantly Outpacing ICE in Global Commercial Fleet Forecast

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CHAPTER TAKEAWAYS1. The Real Deal2. Clear Differentiation3. Executing to Plan

INTRODUCING

ELECTRIC LAST MILE

SOLUTIONS

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Who’s Driving Electric Last Mile Solutions?

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Core Executive Team

Board of Directors

JAMES TAYLOR

CEO & President

JASON LUO

Chairman

SHAUNA MCINTYRE BRIAN KRZANICH RICHARD PERETZ DAVID BORIS NEIL GOLDBERG

JONATHAN BALLON

CSO & CDO

ROB SONG

DEPUTY CFO

RON FELDEISEN

CRO

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ELMS Company Milestones – 2021

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Urban Delivery Passes Body Design Verification Crash Tests

PRODUCT DEVELOPMENT

Intellectual Property Patent Class 1 EV Safety System

Acquired EV-Ready Production w/ Experienced Team

PRODUCTION

GO TO MARKET

Customer Trials in All Target Segments

Partnerships Established: Parts & Service; ELMS Air

Urban Utility Reveal & Customer Trials

Start of Production –1,000 Binding Orders

SuppliersSourced and Integrated to Specification

Multiple Routes to Market Established –6,000 Vehicle Commitment

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The Electric Last Mile Solutions Playbook

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Low factory and production capexUse-of-funds primarily for growth

Only EV Player in Class 1-3 + Urban Use Cases

12–24 Month time to market advantageEnables rapid expansion into new marketsEight-year installed base advantage / vehicle

COMPETITIVE DIFFERENTIATION

SOURCE: Harbor Research Smart Systems Forecast Model (2021), U.S. Census data, Alternative Fuels Data Center (2021), Atlas

Public Policy (2020), IHS Markit Automotive Industry Outlook (2019), Polk & FHWA data (2020), Oxford Institute for Energy Studies

(2020), Bureau of Transportation Statistics (2020), Statista, Various industry case studies

Phase I: Focused Launch

~$130 BillionNorth America: Class 1-3

Phase II: Direct Adjacencies

+$250 BillionROW, Software & Services, Upfitting

Phase III: Business Expansion

+$100 BillionCross-industry Applications &

Vertical Integration

TOTAL ADDRESSABLE MARKET

Limited competition / early shareOwned factory – EV ready, 100K vehicle capacityTarget segments motivated to purchase now

Rapid Product Development + Use of Proven, Reliable Components

Hyper-Efficient Business Model

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CHAPTER TAKEAWAYS1. Large Untapped Market2. Customers’ Unique Needs 3. All Segments Motivated

CUSTOMERSEGMENTS + ADDRESSABLE MARKET

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Focused on the Intersection of Market Size + Product Fit

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SOURCE: Harbor Research Smart Systems Forecast Model (2021), U.S. Census data, Alternative Fuels Data Center (2021), Atlas

Public Policy (2020), IHS Markit Automotive Industry Outlook (2019), Polk & FHWA data (2020), Oxford Institute for Energy

Studies (2020), Bureau of Transportation Statistics (2020), Statista, Management Estimates

Core Opportunity

Expansion Opportunity

Future Opportunity

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Class 1–3 Commercial “Last Mile” Segments

141. Example Accounts are potential users or targeted customers and not to imply they are existing customers

Target Segment

Sub-Segment

Delivery

Retail Delivery

Food DeliveryOther (Pharma/

Healthcare)

Municipal Services

Postal Services

Waste Mgmt.Emergency

Services

Utilities

Telecom & Electrical

Industrial & Resources

Other (Home Services)

Example

Accounts1

Moving

Moving & Hauling

Construction

Other (Agriculture,

Leasing)

Campus Transportation

Airports & Ports

Education Campuses

Hotel & Corporate Campuses

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Multi-Channel GTM Offers Complete Customer Coverage

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Note: As of September 2021, companies on this page are either a) customers with whom ELMS or its distributing partners are

currently in discussions, and/or b) signed pre-order customers. Pre-Orders do not bind potential customers to purchase vehicles.

Actual purchase orders require a separate binding commitment by a customer, following ELMS’ demonstration that the vehicle

satisfies the customer’s requirements

DIRECT

FLEET MANAGEMENT

COMPANIES

DEALERS / DISTRIBUTORS

REPRESENTATIVE ACCOUNTS (in various stages)

UPFITTERS

SALES CHANNELS

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CHAPTER TAKEAWAYS1. Product + Market Fit2. Low Capital Requirements3. Turnkey Manufacturing

PRODUCT PLAN+ PRODUCTIONADVANTAGE

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Our Product Portfolio is a Class of its Own

CLASS 1~125 Ft3

CLASS 2240 – 500 Ft3

CLASS 3500 – 1,000+ Ft3

MSRP: ~$25,000 - $30,000 ~$30,000 - $50,000 ~$40,000 – $70,000

Ford Transit Connect – 104–145

Ford Transit – 247–487

Isuzu NPR – 980Ram Promaster – 259–463

Ram Promaster City – 132

Mercedes Benz Sprinter – 319-532

Ram Promaster 3500 – 1,000

Nissan NV 200 – 123

(DISCONTINUED) Chevrolet Express – 240-284

Source: Public sources. Price of ELMS vehicles net of $7,500 Federal Tax Credit. Urban Delivery and Urban Utility specifications based on current designs.

Urban Delivery170

Urban Utility650-1,000

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STARTING MSRP$45,000 – $49,000

(AFTER TAX CREDITS)

STARTING MSRP$25,000 – $28,000

(AFTER TAX CREDITS)

Lower Price w/ Lower TCO

More Cargo Space @ Same Price w/ Lower TCO

+30% Cargo Space w/ Lower TCO

Lower Price w/ Lower TCO

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CLASS 3

CLASS 2

CLASS I

2021 2022 2023 2024

1H 2H 1H 2H 1H 2H 1H 2H

Time to Market Advantage Secures Each Vehicle for Years

eSprinter

Coming to US

MSRP $75k

C650/C1000

MSRP $55k ++B2 Chass-E Cab

Class 3-5

MSRP $70k to $110k

UD 2.0

MPDV - 200

MSRP $TBD

SOP TBD

UD01 UD 1.0 UD 3.0 UD 4.0

eTransit

MSRP $47k

Amazon Only

MSRP $N/A

EV600

w/ GM, FedEx

MSRP $TBD

UU 1.0 UU 2.0

MPDV - 450

MSRP $TBD

SOP TBD

UPS Only @ Launch

H1, H2, H3

MSRP $TBD

1UD0 is for private campus low speed applications

Urban Delivery Has Long Lead in Class 1

Urban Utility Has Long Lead in Class 3

UU 3.0

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Fast Focused Launch + Rapid Product Development

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WHAT WHY HOW

Functional Product Low R&D Cost Low-CAPEX Requirement

Meets Base Customer Specifications Accelerate Time to Market (TTM) Source Proven Components

Delivers Safety and Quality, Reliability & Durability (QRD)

Learn from Early CustomersInvest in Areas of Customer Perceived Value Over Time

Targets Early Adopters Base Product Platform to Iterate Upon

Inform Product Roadmap

Launch Vehicle

Target Vehicle

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Estimated Capital RequirementUsing Proven Reliable Systems

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Consumer Commercial

Customer Value

Proposition

1. Brand2. Style3. Performance4. Technology

5. QRD

1. Function2. TCO3. QRD4. Safety

5. Technology (emerging)

Design Refresh

4-5 years 15+ years

Recurring Capex

Significant recurring capital

investment:

• Exteriors/Dies

• Interior refreshes

• Body Shop

Substantially less than

Consumer vehicles

Launch cost per vehicle is much lower than traditional OEMs – Allows investment in adjacent growth opportunities; better overall profitability

1. Investment figures based on management estimates

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

$1,600

$1,800

Cumulative Capex Over Time($ in millions)

Typical Factory Capex ELMS Factory Capex

Launch Year 5 Year 15Year 10

$1.5 billion less spend

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Our Factory Was Designed for Flexibility @ Scale, Allowing Low-Cost Rapid Changes for New Models

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SERES SF5 EVMB R-CLASSHUMMER H2 VPG MV-1

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Adjacent Opportunities - Vehicle Upfitting

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Upfitting is a near-term adjacent opportunity – Over time, we expect most of our production vehicles to require customization and upfitting services

Phase 1

• Maximize client coverage• Prioritize time-to-market• Build strategic relationships• Enhance service offerings

via customer feedback

• Design custom upfit packages tailored to customer specifications

• Enhance partnerships• Localize one or more upfitters

within Mishawaka plant• Reduce delivery time and

costs for customers

Customer Upfitting Needs and Trends:• Fulfill customization requirements based on specific industry / market segment• Consideration for safety through life of the vehicle• Ergonomically designed interiors – reducing fatigue and injury• Increase productivity; Boost driver satisfaction

Phase 2

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Vehicle Control Unit

Cargo Monitoring

Rear & Side-Facing Camera

Wheel Sensors

Battery Sensor & Charge Management

Inside Camera

Driver Monitoring Camera

Front Camera

Telematics Gateway Unit(Location / Data / Video)

Condition Monitoring

Infotainment

V2X Communications

Battery Charging & Swapping

Parking Assist

Adjacent Opportunities - Vehicle-Generated DataWith the ability to collect and aggregate vehicle data, ELMS will unlock additional value for its customers through in-vehicle and external software-defined applications

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CHAPTER TAKEAWAYS1. Short-term Margin Headwinds2. Margin Opportunities3. Solid Financial Outlook

CURRENTFINANCIALS+ OPPORTUITIES

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Industry Price Increases are being Driven by Low Inventory and Higher Raw Material Costs

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• Increase in vehicle prices since 2020 vary by manufacturer and model • Dealers selling over MSRP, taking advantage of short supply• Further increase in prices anticipated as suppliers look to pass on their higher raw material costs to

OEMs

Source: Wards Intelligence

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Gross Margin Objectives

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• Logistics cost is a near to medium term head wind for gross margin

• ELMS is evaluating all options to lower/offset shipping costs in the near term

• Potential levers available to ELMS that will increase gross margin over the medium term :

1EBITDA and EBITDA margin are non-GAAP metrics and based on current management estimates2Provided August 12, 2021 Earnings Call

Target 21%

Target Near-term Guidance2 Logistics Normalization Localization & Other Future Initiatives

Gross Margin Over Time1

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80

90

100

110

120

130

140

150

160

170

180

Phase 1 Phase 2 Phase 3

Battery Localization Opportunity1

Cost Reduction over TIme

Internal Battery Localization Effort May Yield Up to 50% Cost Savings Over Time

Phase 1 (2021) : Partner with CATL• Purchase full battery pack with BMS

• Protect Supply

Phase 2 (2021–2023) : Build Pack in House w/ Additional Funding• Purchase cells

• Localize pack in our plant

Phase 3 (2023 +) : Innovate @ Scale• Purchase cells

• In house BMS for speed, cost, and reliability

• Design Pack for future products

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$ /

kW

h

1

2

3

1. Based on public sources and management estimates

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100,000

75,000

25,000

50,000

0

Units Produced

Production and Financial Summary

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$ millions, unless otherwise stated

Share Price (1) $6.91

Shares Outstanding (2) 118.8

Market Capitalization $820.9

Cash (Inc. Restricted) as of June 30, 2021 $217.4

$ millions Q1 2021 Q2 2021 2021 Total

SG&A $2.8 $5.1

R&D 0.3 2.4

Total Opex $3.1 $7.5 $75.0 - 80.0

Capex $0.2 $0.2 $25.0 - 30.0

~1% Market Share of Class 1–3

1. Share price as of October 8, 2021

2. Excludes public and private warrants, RSUs and Earnout shares

3. Production estimates as of August 12, 2021

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Pre-Revenue to Revenue: Checking Every Customer Box

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Urban Delivery

Tier 1 ICE Alternative

Available Today ✔ Backlog

Competitive Vehicle Price (inc. credit) ✔ $27K

Cargo Space ~170 Ft3 ~125 Ft3

TCO / mile (1) $0.18 $0.26

Feet3 / 100 miles $0.10 $0.21

Vehicle Warranty 4 years 3 years

Powertrain/ Battery Warranty 8 years 5 years

Charging Network ✔ ✔

Upfitters Available ✔ ✔

Service / Parts Network ✔ ✔

Dealers ✔ ✔

FMC 's / Lease ✔ ✔

QRD ✔ ✔

Urban Delivery TCO is two-thirds the cost of the Class 1 ICE Leader1

Source: US Department of Energy

Note: Analysis does not include cost of charging infrastructure or residual value of

vehicle

Eight-year Lifespan TCO: Vehicle, Energy & Maintenance

Cost: ELMS vs. Tier-1 ICE

$39,400

$62,520ICE

1. (1) vs. Class 1 and 2 gas vehicles in market. Management statements and assumptions on this page based on

data and vehicle specifications from public sources and/or management estimates. Figures subject to change

based on final design. *Price net of $7,500 Federal Tax Credit; 25,000 miles per year; $2.50 / gal. $0.13 /

kWatt; Differential Maintenance Costs of Brake Service, Engine and Transmission Oil Changes

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The Electric Last Mile Solutions Playbook

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Low factory and production capexUse-of-funds primarily for growth

Only EV Player in Class 1-3 + Urban Use Cases

12–24 Month time to market advantageEnables rapid expansion into new marketsEight-year installed base advantage / vehicle

COMPETITIVE DIFFERENTIATION

SOURCE: Harbor Research Smart Systems Forecast Model (2021), U.S. Census data, Alternative Fuels Data Center (2021), Atlas

Public Policy (2020), IHS Markit Automotive Industry Outlook (2019), Polk & FHWA data (2020), Oxford Institute for Energy Studies

(2020), Bureau of Transportation Statistics (2020), Statista, Various industry case studies

Phase I: Focused Launch

~$130 BillionNorth America: Class 1-3

Phase II: Direct Adjacencies

+$250 BillionROW, Software & Services, Upfitting

Phase III: Business Expansion

+$100 BillionCross-industry Applications &

Vertical Integration

TOTAL ADDRESSABLE MARKET

Limited competition / early shareOwned factory – EV ready, 100K vehicle capacityTarget segments motivated to purchase now

Rapid Product Development + Use of Proven, Reliable Components

Hyper-Efficient Business Model

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