CAZOO Investor Presentation
Risk Factors [3/3]
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Downturns in general economic and market conditions and reductions in spending may reduce demand for the Group's products.
If the Business Combination's benefits do not meet the expectations of investors or securities analysts, the market price of Ajax's securities, or following the consummation of the Business Combination, the value of the combined company's securities,
may decline.
Risks Related to the Business Combination and the Combined Company
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If the benefits of the Business Combination do not meet the expectations of investors or securities analysts, the market price of the combined company's securities may decline.
The Groups does not currently intend to pay dividends on its Class A shares and, consequently, your ability to achieve a return on your investment will depend on appreciation in the price of the Class A shares.
The NYSE may not list the combined company's Class A shares, which could limit investors' ability to make transactions in the combined company's Class A shares and subject it to additional trading restrictions.
Legal proceedings in connection with the Business Combination, the outcomes of which are uncertain, could delay or prevent the completion of the Business Combination.
The announcement of the proposed Business Combination could disrupt Cazoo's relationships with its customers, suppliers, finance partners and others, as well as its operating results and business generally.
Third parties may terminate or alter existing contracts or relationships with Ajax or Cazoo.
Subsequent to the consummation of the Business Combination, the combined company may be required to take write-downs or write-offs, restructuring and impairment or other charges that could have a significant negative effect on its financial
condition, results of operations and share price, which could cause you to lose some or all of your investment.
Ajax and Cazoo will incur significant transaction and transition costs in connection with the Business Combination.
The only principal asset of the combined company following the Business Combination will be its interest in Cazoo, and accordingly it will depend on distributions from Cazoo to pay taxes and expenses.
Future resales of the combined company's securities may cause the market price of such securities to drop significantly, even if the combined company's business is doing well.
The combined company may issue additional shares or other equity securities without your approval, which would dilute your ownership interests and may depress the market price of the combined company's Class A shares.
Fluctuations in operating results, quarter to quarter earnings and other factors, including incidents involving customers and negative media coverage, may result in significant decreases in the price of the combined company's securities.
A market for the combined company's securities may not develop, which would adversely affect the liquidity and price of the combined company's securities.
Concentration of ownership after the Business Combination may have the effect of delaying or preventing a change in control.
Claims for indemnification by the combined company's directors and officers may reduce its available funds to satisfy successful third-party claims against the combined company and may reduce the amount of money available to the combined
company.
The combined company will be deemed to be an "emerging growth company" and, as a result of the reduced disclosure and governance requirements applicable to emerging growth companies, the combined company's Class A shares may be less.
attractive to investors.
The combined company will be a "foreign private issuer" within the meaning of the rules under the Exchange Act, and as a result will be subject to reduced public company reporting obligations and corporate governance requirements as compared with
U.S. domestic issuers.
CAZOO Investor Presentation - March 2021View entire presentation