Otonomo SPAC Presentation Deck

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#1otonomo INVESTOR PRESENTATION February 2021 Strictly Private and Confidential CODE MULCE www. MARLY FAR AN intentTy aliafer alisatie allcallille SMD LV 577#2Disclaimer This presentation (together with oral statements made in connection herewith, the "Presentation") is for informational purposes only to assist interested parties in making their own evaluation with respect to the proposed business combination (the "Business Combination") between Software Acquisition Group Inc. II ("Software Acquisition") and Otonomo Technologies Ltd. ("Otonomo" or the "Company"). By accepting this Presentation, you acknowledge and agree that all of the information contained herein or disclosed orally during this Presentation is confidential, that you will not distribute, reproduce, disclose and use such information for any purpose other than for the purpose of your firm's participation in the potential financing, that you will not distribute, reproduce, disclosure or use such information in any way detrimental to Otonomo or Software Acquisition, and that you will return to Software Acquisition and Otonomo, delete or destroy this Presentation upon request. You are also being advised that the United States securities laws restrict persons with material non-public information about a company obtained directly or indirectly from that company from purchasing or selling securities of such company, or from communicating such information to any other person under circumstances in which it is reasonably foreseeable that such person is likely to purchase or sell such securities on the basis of such information. The information contained herein does not purport to be all-inclusive and none of Software Acquisition, the Company or B. Riley Securities, Inc. (the "Placement Agent") nor any of their respective subsidiaries, stockholders, shareholders, affiliates, representatives, control persons, partners, directors, officers, employees, advisers or agents make any representation or warranty, express or implied, as to the accuracy, completeness or reliability of the information contained in this Presentation. You should consult your own counsel and tax and financial advisors as to legal and related matters concerning the matters described herein, and, by accepting this Presentation, you confirm that you are not relying upon the information contained herein to make any decision. The reader shall not rely upon any statement, representation or warranty made by any other person, firm or corporation (including, without limitation, the Placement Agent or any of its affiliates or control persons, officers, directors and employees) in making its investment or decision to invest in the Company. To the fullest extent permitted by law, in no circumstances will Software Acquisition, the Company, or any of their respective subsidiaries, stockholders, shareholders, affiliates, representatives, control persons, partners, directors, officers, employees, advisers or agents be responsible or liable for any direct, indirect or consequential loss or loss of profit arising from the use of this Presentation, its contents, its omissions, reliance on the information contained within it, or on opinions communicated in relation thereto or otherwise arising in connection therewith. In addition, this Presentation does not purport to be all-inclusive or to contain all of the information that may be required to make a full analysis of the Company, the potential financing or the Business Combination. The general explanations included in this Presentation cannot address, and are not intended to address, your specific investment objectives, financial situations or financial needs. Use of Data Certain information contained in this Presentation relates to or is based on studies, publications, surveys and the Company's own internal estimates and research. In addition, all of the market data included in this Presentation involves a number of assumptions and limitations, and there can be no guarantee as to the accuracy or reliability of such assumptions. Finally, while the Company believes its internal research is reliable, such research has not been verified by any independent source and none of Software Acquisition, the Company or the Placement Agent, nor any of their respective affiliates nor any of its or their control persons, officers, directors, employees or representatives make any representation or warranty with respect to the accuracy of such information. Forward-Looking Statements This presentation includes forward-looking statements within the meaning of the federal securities laws with respect to the proposed business combination between Otonomo and Software Acquisition, including statements regarding the benefits of the business combination, the anticipated timing of the business combination, the products and services offered by Otonomo and the markets in which it operates, and Otonomo's projected future results. These forward-looking statements are generally identified by terminology such as "believe," "may," "will," "potentially," "estimate," "continue," "anticipate," "intend," "could," "would," "project," "target," "plan," "expect," or the negatives of these terms or variations of them or similar terminology. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Software Acquisition and its management, and Otonomo and its management, as the case may be, are inherently uncertain. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by such forward looking statements. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including but not limited to: (i) the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect the price of Software Acquisition's securities, (ii) the risk that the transaction may not be completed by Software Acquisition's business combination deadline and the potential failure to obtain an extension of the business combination deadline if sought by Software Acquisition, (iii) the failure to satisfy the conditions to the consummation of the transaction, including the adoption of the business combination agreement by the shareholders of Software Acquisition and Otonomo, the satisfaction of the minimum trust account amount following redemptions by Software Acquisition's public shareholders and the receipt of certain governmental and regulatory approvals, (iv) the lack of a third party valuation in determining whether or not to pursue the proposed business combination, (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the business combination agreement, (vi) the effect of the announcement or pendency of the transaction on Otonomo's business relationships, performance, and business generally, (vii) risks that the proposed business combination disrupts current plans of Otonomo and potential difficulties in Otonomo employee retention as a result of the proposed transaction, (viii) the outcome of any legal proceedings that may be instituted against Otonomo or against Software Acquisition related to the business combination agreement or the proposed business combination, (ix) the ability of Otonomo to list its ordinary shares on the Nasdaq, (x) the price of Otonomo's securities may be volatile due to a variety of factors, including changes in the competitive and highly regulated industries in which Otonomo plans to operate, variations in performance across competitors, changes in laws and regulations affecting Otonomo's business and changes in the combined capital structure, and (xi) the ability to implement business plans, forecasts, and other expectations after the completion of the proposed business combination, and identify and realize additional opportunities. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section of Software Acquisition's Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and other documents filed by Software Acquisition from time to time with the U.S. Securities and Exchange Commission (the "SEC") and the registration statement on Form F-4 and proxy statement/prospectus discussed below. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Otonomo and Software Acquisition assume no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Neither Otonomo nor Software Acquisition gives any assurance that either Otonomo or Software Acquisition will achieve its expectations. Any financial information or projections in this presentation are forward-looking statements that are based on assumptions that are inherently subject to significant uncertainties and contingencies, many of which are beyond Otonomo's and Software Acquisition's control. While such information and projections are necessarily speculative, Otonomo and Software Acquisition believe that the preparation of prospective financial information involves increasingly higher levels of uncertainty the further out the projection extends from the date of preparation. The assumptions and estimates underlying the projected results 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 projections. The inclusion of financial information or projections in this presentation should not be regarded as an indication that Otonomo or Software Acquisition, or their respective representatives and advisors, considered or consider the information or projections to be a reliable prediction of future events. Nothing in this presentation should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements in this presentation, which speak only as of the date they are made and are qualified in their entirety by reference to the cautionary statements herein. Neither Otonomo nor Software Acquisition undertakes any duty to update these forward-looking statements. otonomo 2 Strictly Private and Confidential#3Disclaimer (cont'd) Use of Projections This Presentation contains projected financial information with respect to Otonomo. Such projected financial information constitutes forward-looking information, and is for illustrative purposes only and should not be relied upon as necessarily being indicative of future results. The assumptions and estimates underlying such financial forecast information are inherently uncertain and are subject to a wide variety of significant business, economic, competitive and other risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information. See "Forward-Looking Statements" paragraph above. Actual results may differ materially from the results contemplated by the financial forecast information contained in this Presentation, and the inclusion of such information in this Presentation should not be regarded as a representation by any person that the results reflected in such forecasts will be achieved. Neither Software Acquisition's nor the Company's independent auditors have audited, 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 expressed an opinion or provided any other form of assurance with respect thereto for the purpose of this Presentation. In preparing and making certain forward- looking statements contained in this presentation, Otonomo and Software Acquisition made a number of economic, market and operational assumptions. The Company cautions that its assumptions may not materialize and that current economic conditions render such assumptions, although believed reasonable at the time they were made, subject to greater uncertainty. Additional Information and Where to Find it This presentation relates to a proposed business combination between Otonomo Technologies Ltd. ("Otonomo") and Software Acquisition Group Inc. II ("Software Acquisition"). In connection with the proposed business combination, Otonomo intends to file a registration statement on Form F-4 that will include a proxy statement of Software Acquisition in connection with Software Acquisition's solicitation of proxies for the vote by Software Acquisition's stockholders with respect to the proposed business combination and a prospectus of Otonomo. The proxy statement/prospectus will be sent to all Software Acquisition stockholders and Otonomo and Software Acquisition will also file other documents regarding the proposed business combination with the SEC. This presentation does not contain all the information that should be considered concerning the proposed business combination and is not intended to form the basis of any investment decision or any other decision in respect of the business combination. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, THE PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED BUSINESS COMBINATION AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain free copies of the registration statement, proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC by Otonomo and Software Acquisition through the website maintained by the SEC at www.sec.gov. In addition, the documents filed by Software Acquisition may be obtained free of charge by written request to Software Acquisition at Software Acquisition Group Inc. II, 1980 Festival Plaza Drive, Suite 300, Las Vegas, NV 89135, and the documents filed by Otonomo may be obtained free of charge from Otonomo's website at www.otonomo.io or by written request to Otonomo at Otonomo Technologies Ltd., 16 Abba Eban Blvd., Herzliya Pituach, Israel 467256. Financial Information The financial information and data contained in this Presentation is unaudited and does not conform to Regulation S-X promulgated under the Securities Act of 1933, as amended (the "Securities Act"). Accordingly, such information and data may not be included in, may be adjusted in or may be presented differently in, the registration statement to be filed by Software Acquisition and Otonomo with the SEC. Participants in the Solicitation Otonomo, Software Acquisition and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from Software Acquisition's shareholders with respect to the proposed business combination. You can find information about Software Acquisition's directors and executive officers and their ownership of Software Acquisition's securities in Software Acquisition's final prospectus relating to its initial public offering, dated September 14, 2020, which was filed with the SEC on September 15, 2020 and is available free of charge at the SEC's web site at www.sec.gov. Additional information regarding the participants in the solicitation of proxies from Software Acquisition's shareholders and their direct and indirect interests will be included in the proxy statement/prospectus for the proposed business combination when it becomes available. Shareholders, potential investors and other interested persons should read the proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from the sources indicated above. No Offer or Solicitation This presentation does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of section 10 of the Securities Act, or an exemption therefrom. Trademarks and Trade Names Otonomo and Software Acquisition own or have rights to various trademarks, service marks and trade names that they use in connection with the operation of their respective businesses. This Presentation also contains trademarks, service marks and trade names of third parties, which are the property of their respective owners. The use or display of third parties' trademarks, service marks, trade names or products in this Presentation is not intended to, and does not imply, a relationship with the Company or Software Acquisition, or an endorsement or sponsorship by or of the Company or Software Acquisition. Solely for convenience, the trademarks, service marks and trade names referred to in this Presentation may appear with the Ⓡ, TM or SM symbols, but such references are not intended to indicate, in any way, that the Company or Software Acquisition will not assert, to the fullest extent under applicable law, their rights or the right of the applicable licensor to these trademarks, service marks and trade names. otonomo 3 Strictly Private and Confidential#4Transaction Summary Speaker Transaction Overview Transaction Structure Valuation Capital Structure Timing otonomo (1) (2) (3) (4) (5) Ben Volkow Founder & CEO, Board Member ● ● ● ● ● ● ● Bonnie Moav CFO Asaf Weisbrot CCO Jon Huberman Software Acquisition Group Inc. II, CEO & CFO Otonomo, a leading automotive data services platform, has entered into a business combination with Software Acquisition Group Inc. II (Nasdaq: SAII), a publicly listed special purpose acquisition company with $172.5MM cash held in trust It is anticipated that the post-closing company, Otonomo, will be listed on Nasdaq under the symbol OTMO Otonomo has raised a fully committed $172.5MM PIPE (primary and secondary), led by institutional investors Fidelity Management & Research Company LLC, BNP Paribas Asset Management Energy Transition Fund and Senvest Management LLC, with support from existing strategic investors Dell Technologies Capital and Hearst Ventures Post-money $1.1B enterprise value expected at closing representing entry point of ~1.9x 2025E revenue of $574MM (1), (2),(3) $1.4B equity value expected at closing(4) Existing Otonomo shareholders are expected to retain ~72% of the pro forma equity(1), (2), (3) Transaction expected to result in $307MM of cash to fully fund Otonomo's five-year business plan (1), (2) The transaction will be funded by a combination of SAll cash held in a trust account, Otonomo ordinary shares, cash on the Otonomo balance sheet prior to closing, and proceeds from the PIPE The transaction, which has been unanimously approved by the boards of directors of both Otonomo and SAII, is targeted to close in Q2 2021(5) Assumes no redemption by SAII shareholders Based on $172.5MM in cash from SAII's trust account, $172.5MM PIPE (14.3MM primary shares and 3.0MM secondary shares @ $10.00 per share following an expected share split prior to closing) and estimated $25MM in cash from Otonomo's balance sheet at closing Pre-transaction valuation to existing Otonomo shareholders assumes $1.05B in Equity Value, 1.8 x 2025E revenue multiple and Otonomo 2025E revenue of $574MM Equity value includes $307MM of cash post transaction, please refer to page 31 for detailed S&U breakdown Timing dependent upon the SEC review process and the satisfaction of other closing conditions 4 Strictly Private and Confidential#5Key Investment Highlights 囧 Massive TAM Underpinned By Confluence of Megatrends • Fast growth in volume and richness of car data driven by connectivity and new vehicle architectures ● ● ● New regulation in NA/EU supports OEM data access and sharing Pioneer and A Market Leader With Significant Scale Advantage Data unlocks new use cases across multiple end- markets otonomo 16 OEM partnerships with an installed base of over 40MM vehicles ~ 130 commercial engagements with marquee industry participants • Uniquely positioned as a neutral marketplace - enable end customers vs competing with them Proprietary Data Platform Built To Scale • Real time aggregation, normalization and enrichment of data across 10s of millions of cars ● • Driving adoption through a suite of software tools and vertical specific applications Advanced software tools providing customers with secure extraction of insights and value from data Partnership Driven Go-to-Market Strategy • Facilitating growth and adoption through a powerful partnership model across key verticals ● • Partnership strategy augmented by direct sales and self-serve model Compelling Financial Profile Hyper growth revenue model driven by a leading market position ● ● Uniquely combines transactional model with a growing SaaS business Expected EBITDA breakeven in 2024 with superior cash conversion 5 Strictly Private and Confidential#6w York City Bus AD418 7 The Otonomo Mission We harness the immense potential of automotive data by allowing thousands of organizations across a broad range of end markets to seamlessly access, explore, analyze and unlock the full data potential. We aim to provide new monetization avenues for OEMs across the ecosystem and significantly enrich the daily experience for users. 4287#7otonomo at a Glance Otonomo Transforms Unstructured OEM Data Into a Single, Unified, and Secured Data Repository... OEM Data Center OEM Data Center OEM Data Center OEM Data Center otonomo Data Platform Founded in 2015 otonomo Source: Otonomo management (1) 1 Granted, 25 pending Data Consumers One Unified Data Repository Enabling Vast Market Reach HQ in Israel To Build and Expand The Largest Automotive Data Services Marketplace... ‒‒‒ 111 16 OEM Agreements 40 MM+ Connected Cars 4.3 B+ Data Points Per Day Strategic Investors DELL Technologies CAPITAL Supported by World Class Partners ● APTIV. avis budget group d RENAULT NISSAN MITSUBISHI 70 Employees Global Reach SK ~ 130 Commercial Engagements 150+ Data Parameters Tech Partners amazon salesforce Microsoft 26 Pending & Granted Patents(1) 7 Strictly Private and Confidential#8Data Monetization: A Significant Opportunity TOTAL CONNECTED CARS (1) 2020 O 95% of new cars sold 100% of new cars sold ~ 2022 90% of new cars sold PROJECTED CAR DATA STATS otonomo 25 GB(2) Projected Data / Hour / Car 2024 100s Data Parameters 2025 O 850M (3) Connected Vehicles (1) SBD 2019 Connected Car Forecast. (2) McKinsey Estimate. (3) McKinsey Report, Monetizing Car Data: New service business opportunities to create new customer benefits (Sep-2018). (4) Otonomo management. By 2030 the overall revenue pool from car data monetization at global scale is estimated to be $450-750B(3) Composed of Marketplace SaaS $20B $50B 2030 Otonomo TAM(4) Strictly Private and Confidential#9Creating a Marketplace with Powerful Network Effects OEMS Harness vehicle data value; recurring and high margin revenue "One-stop-shop" technology Additional value to car owner by delivering new services Data management, accounting & insight tools Compliance & regulation peace of mind Enter data monetization market with no investment otonomo OEMs BMW Group Renault Nissan Mitsubishi GM FCA PSA Daimler MONETIZATION USE CASES Compliance | OEM S CUSTOMERS Integration otonomo Aggregation DATA INSIGHTS DATA CONSUMERS hy 08 (M) App and Service Providers. 8 [8 9 20 8 Secure and fast access to quality data from multiple sources Equal data access, available to companies of all size Data normalized enabling one dataset for all OEMs Immense breadth of datasets from 40MM + vehicles One legal contract, one commercial process - efficient, fast and no tech investment Strictly Private and Confidential#10Uniquely Positioned at the Heart of the Automotive Data Ecosystem BMW GROUP Ford Bobcat DAIMLER FCA/ PSA FIAT CHRYSLER AUTOMOBILES ΚΙΛ AXA TOYOTA otonomo avis budget group Bloomberg Ontinental CarlQ PTV GROUP TOMTOM Ⓡ GM GROUPE А RENAULT NISSAN MITSUBISHI Source: Otonomo management Direct Consumers Indirect OEMs otonomo Consumers Technology Partners amazon waycare Yandex IHS Markit sas Microsoft •APTIV. amazon Capgemini LeasePlan Microsoft salesforce Verisk 10 Strictly Private and Confidential#11Commercial Use Cases Driving Strong Market Adoption Insurance Better policyholder experience through behavioural analysis and accident reconstruction Smart Cities Reduction of congestion and pollution through traffic flow and route management Fleet Services Improved fleet management driven by GPS vehicle tracking and remote diagnostics otonomo C (1) (2) 00 Personal (1) otonomo Aggregate(2) PPP OOO Source: Otonomo management Relates to Personally Identifiable Information (PII) about the individual car or driver (e.g., location, battery or fuel status, condition, mileage) Does not require identifiable information about cars or drivers, as such personal data protection laws do not apply 400 Both personal and aggregate Transportation Incorporation of car data into active traffic management tools Financial Enhanced risk management possibilities and offering of new financial services Dealerships Predictive vehicle maintenance and vehicle health indicators 11 Strictly Private and Confidential#12Unique Supply Base with 40MM + Licensed Vehicles and 16 OEM Contracts Geography # of Vehicles Available Key Use Cases # of Data Parameters otonomo BMW Group Global 12MM Fleets, Mapping, Predictive Maintenance, Smart Cities 60+ Daimler Source: Otonomo management. Select list of OEM customers. EU 3MM Insurance, Fuel, EV Charging, Fleets 80+ GM ΝΑ 13MM Fleets 70+ FCA/ PSA EU, US & LatAm 2MM Fleets, Insurance, Transportation Management 50+ Renault Nissan Mitsubishi EU, NA & JP 1.2MM Transportation Management, Smart Cities, EV, Fleets 75+ RE 12 Strictly Private and Confidential#13Strong Industry Recognition WIRED Europe's Hottest Start Ups insightszUCCESS The way of business solutions 10 Most Innovative loT Start Ups otonomo CNBC UPSTART100 Hottest 100 Global Start Ups TU-Automotive Detroit Finalists for Best Al Product/Service EMERCE Top 10 European Startups Gartner Cool Vendor 2018 Cool Vendor in Autotech TIE SILICON VALLEY FOSTERING ENTREPRENEURSHIP Top 50 Global Most Promising Companies THE ATLAS AWARD AYN Rand Annual Award for Best Israeli Start-up CREDIT SUISSE Credit Suisse Supertrends Award FROST SULLIVAN Product Innovation Award: Car Data Platform Industry Europe SOONICORN CLUB Tracxn Emerging Startups 2020: Data as a Service KleinBlue Insurtech 100 EMEA PARTNERS Telecoms tmt Awards 2018 Top 10 European Startups 13 Strictly Private and Confidential#14O O The Otonomo Data Platform Lauriston J otonomo#15otonomo Collects Over 150 Real-time and Historical Data Parameters Mobility Vehicle ID Trip distance Odometer Ignition Engine status GPS Speed Vehicle category otonomo Behavioural Media infotainment Blinker status Brake pedal pressure Wheel position Accelerometer Horn status Outdoor/indoor temperature Windshield wiper status Diagnostic Engine temperature RPM Time pressure Oil level Gear position Fuel level EV battery level Coolant temperature DTC Safety Airbag status Door status Seatbelt status ADAS Hard brake Harsh acceleration Sharp turn 15 Strictly Private and Confidential#16The otonomo Data Platform in Action Data from Multiple OEMs One Unified, Secured Data Repository otonomo نیمه Normalization Unify attributes across all OEMs and car models Access Single integration & APIs to allow unified data access Blurring Blur data to remove personal identifiers ✓ >00 کره 02 Consent Validation GDPR, CCPA, APPI and other auto related compliance I Cleansing Fix and eliminate erroneous data M Triggers Specific customer notification (e.g. location, speed, fuel levels) Enrichment Enrich data with external sources (e.g. geo location) ^^| ← Aggregation Aggregate billions of data points to optimize routes and options 16 Strictly Private and Confidential#17otonomo End-to-End Vehicle Data Enablement Platform Consent & User Management Business & Usage Reports MANAGEMENT SaaS MODULES COMPLIANCE, SECURITY & PRIVACY ENRICHMENT & INSIGHTS PROCESSING DATA otonomo loT Hub 3rd Party Connectors(1) Consent Management Machine Learning Data Normalization APIs Data from 40MM+ Vehicles Reshaped & Insightful Vehicle Data Detailed Reports & Analytics (1) Expected to launch in 2021. Data Matching Data Hub(1) Data Exploration Hub(1) Blurring Hub Data Cleansing Accounting User Auth & Management Downlink Commands(1) Vertical Specific Apps(1) Dynamic Blurring Repackaging Engine Data Aggregation Dynamically Safeguarded Driver Data Suite of Models to Handle OEM and Data Consumer Needs Regulatory Compliance Management 17 Strictly Private and Confidential#18Robust and Growing SaaS Offering glo External 3rd Party Connectors Consent Management Hub Authentication & User Flows ● ● allli ● Enables driver to have control of sharing car data Integrates driver's identity verification with OEMs' user authentication process Data Blurring Engine Anonymizes data while preserving its value Allows apps and service providers to gain access to ready to use automotive data Vertical Specific Applications Expanding the addressable market through native applications for specific verticals otonomo Connects car data to 3rd party data consumers (i.e. SAP, Salesforce and Microsoft Dynamics) Analytics and Bl AI / ML platform for data insights, predictive models, and advanced analytics fre Vehicle Data Hub Data lake access & analytics Exploration tools required for data value creation O TU TⓇ olo. loT Hub Enables connecting devices directly to OEM vehicles S K 000 Ⓡ 18 Strictly Private and Confidential#19otonomo Competitive Assessment Neutrality OEM Partnerships # of cars Globality # of data parameters Use cases Technology capabilities (2) Go-to-market partners otonomo otonomo 16 40MM Global 150+ Aggregate / Personal Fleet Source: Otonomo management (1) Floating Car Data (timestamped geo-localization and speed data) (2) For Monetization Competitor 1 2-3 ~10MM US ~8 FCD (1) Aggregate Competitor 2 3 ~12.5MM Europe ~20 Aggregate / Personal Technology Vendors Microsoft Google amazon Global 0(2) Personal 19 Strictly Private and Confidential#20O O Go-to-Market Strategy Lauriston J otonomo#21Rapid Growth of Installed Base KEY DRIVERS FOR EXPANSION PROJECTED INSTALLED BASE GROWTH MM of Vehicles Geographic Expansion Increased Penetration within Existing Models New Models From Existing OEMs Additional Data Types Additional OEMs otonomo Source: Otonomo management YOY Growth % Additional OEMs Existing 2020 OEMs LO 5 2018A 260% 18 18 2019A 123% 40 40 2020E 113% 86 30 56 2021E 54% 132 64 68 26% 6.5x 2022E 166 84 82 2023E 25% 207 109 98 2024E 25% 258 140 118 2025E 21 Strictly Private and Confidential#22Multi-Pronged GTM Approach for Broadest Market Reach SELF-SERVE PLATFORM Select Partners Potential Customers Customer Profile / Revenue Potential otonomo ↓ amazon Capgemini Microsoft AT&T INDIRECT COMCAST otonomo LeasePlan CenturyLink Coca-Cola PEPSICO verizon ↓ Verisk™ WASTE CONNECTIONS, INC. $$$ otonomo avis budget group DIRECT Continental AXA Ssas HELLA -chargepoint. $$ IHS Markit Yandex ● ● otonomo ↓ Catering to long-tail customer base Hundreds of registrations in just 2 months post-launch Focus on aggregate data 22 Strictly Private and Confidential#23Strategy Tailored for Impact Across Many Verticals 你 Customer Type Onboarding Time Per Vehicle Value Data Volume Select Customers/ Partners Pricing Fleet Indirect / Direct Medium avis budget group Continental otonomo AXA LeasePlan ~$25 / auto / yr. Source: Otonomo management AXA Insurance Indirect Long BOAR Greater Than Verisk™ ~$15 / auto / yr. --- ‒‒‒ www Dealership Indirect Medium bright box Capgemini Member of 7 ZURICH Microsoft ~$15/auto/yr. Transportation Direct Short Continental Evgo Yandex PARKD PTV GROUP Up to $100 per MM data points Financials Direct Medium amazon Bloomberg CarlQ IHS Markit ~$30 per MM data points Smart Cities Direct Short BeMobile. URBANSDK Ssas waycare $40 - $80 per MM data points 23 Strictly Private and Confidential#24Addressable Market Expands with Growing Customer TAM ILLUSTRATIVE ANALYSIS # of Vehicles % of Connected Vehicles Pricing ($)(1) Total Potential Customer Revenue Opportunity ($MM p.a.) otonomo Enterprise Fleet Customer 1.6MM 20% 2.50 $10 Year 1 Source: Otonomo management Pricing transaction / month. 11x 2.4MM 100% 3.75 $108 Year 5 Enterprise Insurance Customer 1.0MM 10% 2.08 $2.5 Year 1 68x 4.5MM 100% 3.13 $169 Year 5 24 Strictly Private and Confidential#25Go-to-Market Approach: Indirect ● ● ● Industry Focused ● bright box Member of Z ZURICH Capgemini DEEP DIVE Scope of Collaboration LeasePlan Benefit from vehicle data while staying focused on their core business Assigning OEM data acquisition to Otonomo accelerates TTM otonomo Global collaboration agreement Partnership on OEM side for Capgemini projects that require connected car data. Ecosystem go to market partnerships in areas such as insurance, EVs, logistics and concierge services Source: Otonomo management. Capgemini ● CRM / ERP Providers ● salesforce Entrance into automotive/ transportation ecosystem SAP Connected car data and SaaS data models become an enabler to disruption Cloud amazon Microsoft Quickly and easily improve ROI for the cloud platforms sold to OEMs Otonomo provides quick access to a broad portfolio of vehicle data consumers "This collaboration allows automotive OEMs as well as application and service providers from various industries to bring privacy-compliant, end-to-end solutions based on car data to life. Services range from ideation and business models through to platform integrations and as-a-service models [...] Collaboration between Otonomo and Capgemini will enable clients to increase data utilization leveraging Capgemini's deep technology and industry expertise." Joint Otonomo and Capgemini Press Release, June 3, 2020 25 Strictly Private and Confidential#26O O Financial Overview Lauriston J otonomo#27Business Plan Overview $MM Total Revenue Marketplace venue SaaS Revenue (-) COGS Gross Profit Margin (%) (-) R&D (-) Sales & Marketing (1) (-) G&A¹) (-) Total Opex EBITDA Margin (%) otonomo 2020E $0.4 100% 0% (1) ($1) NM (5) (2) (10) ($11) NM Source: Otonomo management (1) Includes additional public company costs from 2021 onwards 2021E $3 80% 20% (5) ($2) (59%) (12) (3) (4) (20) ($22) NM 2022E $24 73% 27% (20) $4 17% (29) (11) (5) (47) ($43) NM 2023E $98 65 35% (61) $37 38% (39) (32) (10) (83) ($45) NM 2024E $264 8% 42% (129) $134 51% (42) (65) (21) (131) $4 1% 2025E $574 50% 50% (227) $347 60% (55) (125) (43) (229) $118 21% 2025E @Target Cost Structure $574 33% 67% (172) $402 70% (57) (100) (43) (200) $201 35% 27 Strictly Private and Confidential#28Revenue Evolution by Type ($ in MM) I SaaS Revenue Avg. $ / Installed Base Marketplace Revenue $3 Avg. $ / Transaction otonomo 2021E $0.05 $1.02 Source: Otonomo management. $24 2022E $0.23 $1.78 $98 $34 $64 2023E $0.66 $2.28 $264 $112 $152 2024E $1.42 $2.64 $574 $287 $287 2025E $2.47 $2.83 ● ● Key Drivers More enterprise end- customers Increased transaction volume per customer Price increase consummates with data insights captured and delivered Growing adoption of SaaS modules New verticals and use cases 28 Strictly Private and Confidential#29Mix Shift and Operating Leverage Driving Profitability Gross Profit ($MM) ($1) 2020 ($2) 2021 17% $4 2022 Gross Profit 38% Source: Otonomo management $37 2023 51% Gross Margin $134 2024 60% $347 2025 Higher dollar value per marketplace transaction Increased contribution of higher margin SaaS revenue Reduction in costs (initial data purchasing and cloud services) as % of revenue otonomo EBITDA ($MM) ● ($11) 2020 ($22) 2021 EBITDA ($43) 2022 (-) I ($45) 2023 EBITDA Margin OPEX reduction as % of revenue Indirect channel driving S&M leverage 1% $4 2024 21% $118 2025 29 Strictly Private and Confidential#30O O Transaction Overview Lauriston J otonomo#31Sources & Uses and Pro Forma Capitalization in $MM except per share data Sources Est. SPAC Cash Held in Trust(1) PIPE Proceeds Est. Cash from Otonomo Balance Sheet Total Sources Uses (2) Cash to Existing Otonomo Shareholders (3) (4) Transaction Fees and Expenses Remaining Cash to the Balance Sheet Total Uses $ otonomo $172.5 $172.5 $25.0 $369.9 $ $30.0 $32.5 $307.4 $369.9 (1) (2) (3) (4) (5) (6) % 46.6% 46.6% 6.8% 100.0% 0/ % 8.1% 8.8% 83.1% Commentary Five-Year business plan fully funded at closing(1)(2) Existing Otonomo shareholders will retain ~97% of their equity Combined company is expected to be capitalized for growth with ~$1.4B of equity and no debt 100.0% The transaction, which has been unanimously approved by the boards of directors of both Otonomo and SAII, is targeted to close in Q2 2021, dependent upon the SEC review process and the satisfaction of other closing conditions Pro Forma Valuation Illustrative Share Price Pro Forma Shares Outstanding Pro Forma Illustrative Equity Value Less: Pro Forma Cash Plus: Pro Forma Total Debt Pro Forma Illustrative Enterprise Value Implied Trading Multiple: EV/2025E Revenue (6) Illustrative Pro Forma Ownership at $10.00 per Share(5)(6) Existing Otonomo Shareholders, 72.4% Assumes receipt of $172.5MM estimated cash held in trust at business combination and no redemption of SAIl public shares Reflects fully committed $172.5MM PIPE (primary and secondary) @ $10.00 per share Reflects $30MM secondary PIPE at $10.00 per share Public SPAC Shareholders, 12.2% PIPE Investors, 12.2% SPAC Sponsor, 3.1% Estimated transaction fees and expenses for deferred underwriting fees, PIPE, M&A advisory, legal, accounting, and other miscellaneous deal-related expenses for Otonomo and SAII Assumes new shares issued at $10.00 per share following expected share split prior to the effective time of the merger Illustrative pro forma ownership reflects ownership before taking into account a post-closing equity incentive plan, excludes 13.8MM warrants outstanding with a strike price of $11.50 per share, and assumes no redemptions by SPAC's existing public shareholders $10.0 140.9 1,408.0 (307.4) $1,100.5 1.9x 31 Strictly Private and Confidential#32Comparable Company Analysis Operational Financial Selected Companies 2020-2022E Revenue CAGR(1) 2022E Gross Margin(1) 2022E EBITDA Margin(¹) EV / 2022E Revenue(1) EV / 2022E Gross Profit(1) EV / 2022E EBITDA(1,2) Relevance otonomo High-growth Enterprise Software cerence™ DocuSign okta workday. CLOUDFLAREⓇ 30.6% 77.9% 14.2% 19.3x 27.9x 31.4x D JFrog twilio zoom Source: Factset as of 29th January 2021. (1) Financial calendarised as of December YE. (2) Excluding companies with negative EBITDA or over 60x EBITDA. High-growth Data Infrastructure alteryx elastic snowflake 25.4% 77.1% 12.8% 20.0x 27.0x mongoDB. splunk> n.m. DATADOG Transaction Processors and Data Marketplaces adyen AMADEUS CoStar Group" EQUIFAX Square stone.co. Verisk 27.9% 73.4% 39.1% 10.6x 18.3x 23.7x CO. 32 Strictly Private and Confidential#33Public Comparable Companies: Benchmarking Operational Valuation 142.1% '23E-125E 1.9x otonomo '25E Revenue CAGR (%) 30.6% '20E-122E 19.3x EV / Revenue (x) '22E 25.4% '20E-122E otonomo 20.0x ¹22E 27.9% '20E-22E 10.6x '22E 60.4% '25E 3.2x Gross Profit Margin (%) 77.9% '22E 27.9x EV / Gross Profit (x) '22E 77.1% High Growth Enterprise Software '25E High Growth Data infrastructure Source: Otonomo management estimates for Otonomo, Factset for comparable companies; market data as of 29th January 2021; reflects median values for comparable groups '22E 27.0x '22E Transaction Processors and Data Marketplaces 73.4% '22E 18.3x ¹22E 33 Strictly Private and Confidential#34otonomo's Intrinsic Value Well Above Transaction Value $B Transaction Value Discount to Intrinsic Value: ~65% 1.1 Post-Money Enterprise Value otonomo 3.3 Comparable Valuation Sensitivity Analysis Note: PV of 2025E Enterprise Value based on revenue of $574MM Discount to Intrinsic Value: ~80% 2.8 Based on Transaction Processors and Data Marketplace peers revenue multiple range of 10.0x - 12.0x applied to 2025E Revenue 10.0x 12.0x 2025E Revenue @ 20.0% Discount for 4 years 6.2 4.8 Based on Broader Software Peers revenue Multiple range of 17.5x - 22.5x applied to 2025E Revenue 17.5x - 22.5x 2025E Revenue @ 20.0% Discount for 4 years 34 Strictly Private and Confidential#35O O Appendix Lauriston J otonomo#36Seasoned Management Team Ben Volkow Founder & CEO, Board Member traffix radware 0000 STENERS f5 RAD Your Network's Edge FB intel. otonomo Appsflyer Matan Tessler VP Product Bonnie Moav CFO EY (VIZrt) SPACE IL SALAMANDRA ZONE Dan Or-Hof Chief Privacy Officer Asaf Weisbrot CCO traffix FLASH Systems networks f5 CEEDO MAVENIR CLOUDYN B Hagit Tenne-Pereg VP Human Resources Shlomi Oren VP Engineering BrightInfo. Experienced tech team comprised of 40 engineers, product specialists and architects 36 Strictly Private and Confidential#37Creating Value for the Supply and Demand Side OEM MITSUBISHI MOTORS "We are excited to be working with Otonomo on this initiative that will drive the development and deployment of value-added services that meet today's drivers' needs and increase data utilization from our connected models." Shingaku Kochi GM of Connected Information Business Department otonomo Source: Otonomo management Direct Consumer avis budget group "By partnering with Otonomo, we can better utilize the data captured by our connected vehicles. The Otonomo Platform also allows us to safely and securely engage with new public and commercial partners and, together, make an impact on what the future of mobility looks like for consumers, communities and companies alike." Arthur Orduna Chief Innovation Officer Indirect Consumer Capgemini "Otonomo and Capgemini can together help clients to create services that pave the way for new collaborative business opportunities. For Capgemini, the partnership with Otonomo is a perfect fit extending our Smart Mobility offering." Henrik Ljungström Head of Automotive Sector in Germany Technology Partner Microsoft "Car makers will benefit from Otonomo's integration to the Microsoft Connected Vehicle Platform on Azure to enable easier data sharing and value creation options." Tara Prakriya GM of Azure loT Mobility and Connected Vehicle 37 Strictly Private and Confidential#38Many Use Cases with Strong Data Monetization Potential Monetization Potential Per Vehicle otonomo Energy Sector Analytics Road Tax Usage O Weather Programs Performance Benchmarking Concierge Services Predictive EV Management, Smart City & Urban Planning O Dealership Solutions Parking Fleets Financial Services Market Maturity Per Use Case ОО Usage-Based Insurance 44 Accident Detection | eCall SVR ● Accident Detention / eCall Media Ratings ● Navigation & Mapping Otonomo Core Focus 38 Strictly Private and Confidential#39Industry First! Self-Serve Platform and API Delivers Quick and Secure Access to Rich, Privacy-Protected Aggregated Car Data No-Code Query Builder Easy-to-use Geo-Fencing Configurable APIs Dynamic Filtering Visual Data Report Generation Seamless Onboarding otonomo otonomo Services O Reports API Docs Support Blog Dave Karow Logout Services Aggregate O Demo-1 Test 1 Demo-2 Test fweeble Personal Fweelle Test + Create + Create Allure Test Data Set Aggregate Trips Data Select Country United States Germany Italy API Start Time 2020/12/08 20:30:00 Q Search an address TRASTEVERE Rome RIPA Cilin Create Report End Time 2020/13/08 10:00:00 E Released Sep 2020 curl -X POST \ https://api.otonomo.io/vi/aggregate/reports/Anonymous Histori... Cancel Sapi Unity af Rani View Generate Strictly Private & Confidential#40Comparable Company Analysis: Operational Benchmarking High-growth Enterprise Software High-growth Data Infrastructure Revenue CAGR 20E-22E 55.4% Frog Hi 82.2% 81.8% Frog 32.3% zoom Frog 3.3% 13.6% I Gross Margin (21E, 22E) 68.8% 71.7% zoom 31.4% 31.0% 32.0% CLOUDFLARE zoom 77.1% 77.4% S CLOUOFLARE 4.8% 10.7% 30.7% CLOURFLARE Ⓒtwilio EBITDA Margin (21E, 22E) otonomo 55.8% 57.1% Ⓒtwilio %6' 7.5% 30.5% DocuSign Ⓒtwillo 78.7% 81.4% DocuSign 15.3% 17.7% DocuSign Median: 30.6% 29.6% okta 78.3% 78.9% okta 18.4% .0% 11.4% workday 21E Median: 77.3% 22E Median: 77.9% okta 77.5% 78.4% workday 1 I 24.8% 24.7% 15.2% 21E Median: 10.6% 22E Median: 14.2% workday cerence 71.3% 72.9% cerence 36.4% 37.6% cerence 34.3% DAŤADOG 78.6% 78.6% CATADOG 10.2% 12.8% DAŤADOG Source: Factset as of 29th January 2021. Financials calendarised as of December 1 27.8% mongoDB. 71.7% 73.1% mongoDB NM 25.4% mongoDB. elastic 76.0% 75.6% elastic 22 cla elastic 120.7% splunk 1 Median: 25.4% 78.4% 79.4% splunks WN 7.5% 19.5% 21E Median: 77.2% 22E Median: 77.1% I I alteryx splunks 1 92.0% 91.9% alteryx 21E Median: 10.2% 22E Median: 12.8% 19.3% 14.6% NM • 1 snowflake alteryx 67.0% 68.5% snowflake 3: Z.Z snowflake 48.8% stone It 67.3% 73.4% stone** 56.9% 59.9% Transaction Processors and Data Marketplaces stone** 46.1% AMADEUS I 74.9% 76.0% AMADEUS 130.0% 39.1% 39.7% ri AMADEUS adyen 96.7% 96.6% adyen 54.3% 58.7% uafipe 27.9% Square 28.8% 31.3% Square Square Median: 27.9% 2% Costar Group 81.3% 81.6% 21E Median: 67.3% 22E Median: 73.4% CuScar Group ✔Verisk 34.6% 37.4% 64.7% 64.7% ini CoStar Group Verisk EQUIFAX 21E Median: 34.6% 22E Median: 39.1% 49.2% 49.6% 159.1% 61.1% Verisk EQUIFAX 33.4% 36.8% EQUIFAX 40 Strictly Private and Confidential#41Comparable Company Analysis: Valuation Benchmarking Transaction Processors and High-growth Enterprise Software High-growth Data Infrastructure Data Marketplaces FV / Revenue (21E, 22E) 26.3x 20.2x 32.0x 24.7x 32.2x 25.9x zoom 1 46.8x 40.4x 31.3x 36.1x CLOUDFLADE FV / Gross Profit (21E, 22E) 52.5x 40.5x CLOUDFLADE 23.6x 18.1x zoom otonomo Ⓒtwilio 42.3x 123.4x 18.3x DocuSign 31.7x I twilio 19.8x 225x DocuSign 31.5x 21E Median: 25.0x 22E Median: 19.3x 40.3x | 24.5x okta 31.0x f I okta 1019x ⁹.2X workday 21E Median: 36.1x 22E Median: 27.9x 14.0x 11.7X 11.2x workday 9.6x cerence 13.2x 15.7 cerence 38.0x JATADOG 48.4x 28.6x Source: Factset as of 29th January 2021. Financials calendarised as of December. 36.4x DAŤADOG 31.2x 24.3x mongoDB 43.5x 33.3x mongoDB. 19.4x elastic 25.5× [15.7x U 1,0.7x P0.8x elastic 21E Median: 19.4x 22E Median: 20.0x 1 8.6 x U splunk> 13.7x 10.8x 15.3x splunk> 12.4x alteryx 21E Median: 25.5x 22E Median: 27.0x 16.6x NM 13,5x alteryx *snowflake 42.1x WN 61.5x snowflake 22.1x 15.6x stone 32.8x 21.2x stone 17.7x 5.7x AMADEUS I 10.3x AMADEUS 50.3x 38.5x adyen 52.0x 39.9x adyen 8.0x 6.8x □ Square 27.8x 21.7x □ Square 21E Median: 11.3x 22E Median: 10.6x 17.2x 14.9x Costar Group 21.2x 18.3x 11.3x 10.6x 21E Median: 21.2x 22E Median: 18.3x Costar Group ✔Verisk 17.5x 16.4x ✔Verisk 5.7x 5.3x EQUITAX 1 x6 8.7x EQUIFAX 41 Strictly Private and Confidential

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