MP Materials SPAC Presentation Deck
DISCLAIMERS
This presentation is provided for informational purposes only and has been prepared to asst interested partes in making their own evaluation with respect to a potential business combination between MP ine Operations doing
business as MP Marerials MPMO) and Secure Natural Resources LLC (SNR ond together with MPMO. MP MP Moterios" or the "Compenyond Foness Value Acquisition Corp. (FVAC) and related transactions and for no other
purpose. No representations or waronses express or impled are given in or in respect of this presentation. To the fullest extent permitted by lowinno cicumonces will MF, FVAC or any of their respective subsidiales dockholden
es representatives, partners, directors, offices employees, advisers or agents be responsible or liable for any direct, indirect or consequentia loss or loss of profit osing from the use of a presentation is contents i ombsion
relonce on the information contained within 2, or on opinions communicated in relation thereto or otherwise orking in connection theywith industry and market data used in this presentation have been obtained from third party
industry publications and sources well as from researchreporti prepared for other purposes. Near Menor EVAC has incepancinyened the dara obtained from these sources and connet are you of the data's accuracy or
completeness. This doto is subject to change in addition, this presentation does not ourporn to be o inclusive or to contain of of the information that may be required to make o tondlys of MP or the proposed business combination
Viewers of fis presentation should each make their own aluation of MP and at the relevance and adequacy of the information and should make such other invligations on they deny
This presentation contains trademarks, service marks trade names and copyrights of MP PVAC and other companies, which are the property of their respective owners.
Forward-looking Statements
This presentation includes "forward-looking inalement within the meaning of the "ate habar provisions of the United States Private Securites utgoon Reform Act of 1995. Forward-looking statement may be denied by the use of
words such os esmone" plonoroject" "forecost." intend "expect" onfcipote, "believe seek" "forger" or other similor expressions that precict or indicate future events or trends or thor ore not statements of historical
maters. These forward-looking darments include but are not limited to statements regarding emas and forecash of other financial and performance metrics and practions of market opportunity. These statements are bound an
various assumptions, whether or not idemsied in this presentation, and on the curent expectations of MP's ond PVAC's management ond ore nor predictions of actual performance. These forward-looking storements are provided for
antrative purpous only and are noe intended to serve an, and must not be seed on by any into a aguante.c.courenca, apridiction or activement of fact or probability Actus event and cu
sticultor impossible to pred of ond-offer from calumotions. Many actual events ond circumstances are beyond the control of MP and FVAC. These forward-looking statements are subject to a number of ds and uncertaines
Including changes in domestic and foreign business market financial polical and legal conditions the ingoity of the partes to successfully or timely consummate the proposed business combination, including the rek hat any required
regulatory approvas coral obtainedcre delayed or are subject to uncnicipated conditions that could advanely affect the combined company of the expected benefits of the proposed business comoration or that the approved of
the shoreholders of MP or stockholders of PWAC is not obtained folure to realize the onscicated benefits of the proposed business combination is relating to the uncertainty of the projected financial information with respect to MP
a related to the rolout of M's businessmanegy and the timing of expected business meones rks related to MPs orangements with Shanghe: the effect of comperton on M's future business raks related to particol and
macioeconomic uncertainty the amount of rodemprion requests mode by FVAC's pubicstockholders the ability of PVAC or the combined compony to issue equity or equity linked securities in connection with the proposed business
combination or in the future: the impact of the COVD-19 pandemic or any of the foregoing siks, and those facton discussed in FVAC's inal prospectus Hed on May 1, 2020 under the heading sk Facton, and other documents of
PVAC Fied, or to be filed with the Securities and Exchange Commission SEC if any of these risks materfolie or our assumptions prove incorect. octual results could differ materially from the resurs implied by these forward looking
amers. There may be additional risks that nothar MP na VAC presently know or that MP and FVAC cumenty beleve are immaterial that could also cause actual neuth to atter from the contained in the forward-looking
statements in oddition forward-looking statements reflect PVAC's and MP's expectations, plans or forecosts of future events and views as of the date of mi presemation. PVAC and MP anticipate that subsequent events and
developments will couse PVAC's and MP1 osument to change However, while TVAC and MP may elect to updare these forward-looking stawments a some point in the future, FVAC and MP specifically disclaim any obligato
do so uns required by applicable low. These forward looking statements should not be relied upon os representing PVAC's an MP's mentos of any dale subsequent to the dans of this presentation Accordinglynduendance
should not be placed upon the forward-looking statements
Use of Projections
This presentation contains projected financial information with respect to MP. nomety WP's projected revenue. production volume merket share, certain commodly pices. Adjusted EBITDA Adjusted EBDA morgn. copital expenditures
and free cash flow for 2025-2003. Such projected financial information candibutes forward-looking information, and is for stative purposes only and should not be mi educion as necesarly being ind colive at tutureuth. The
assumptions and emotes underlying such projectec f nonciatinformation are innaramly uncertain and are subject to a wide variety of significantouiness, economic.compertve and other and uncertainties that could cause
octaires is to ditermaterially from those contained in the prospective financial information See Torward Looking Statements above Actual results may differ materialy from the results contemplated by the projected financial
information contained in the presentation, and trained union of such information in the presentation should be regarded aptation by any panon that there's reflected in such projection wie acharved. Neither the
independent auditons of PVAC nor the independentregistered public accounting tim of MP, audited reviewed compiled or performed any procedures with respect to the projections for the purpose of their inclusion int
station, and accordingly, neither of tham dapaed on opinion or provided any other form of arence with respect
to for the purpose of this presentation.
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