Valo SPAC Presentation Deck
Risk Factors
The below list of risk factors has been prepared as part of the Business Combination. The risks presented below are a subset of the general risks related to the business of Valo and the proposed Business Combination, and such list is not exhaustive.
The list below has been prepared solely for purposes of the private placement transaction, and solely for potential private placement investors, and not for any other purpose. The list below is qualified in its entirety by disclosures contained in future
documents filed or furnished by Khosla with the SEC, and you should carefully consider these risks and uncertainties, together with the information in Valo's consolidated financial statements and related notes. If Valo cannot address any of the
following risks and uncertainties effectively, or any other risks and difficulties that may arise in the future, its business, financial condition and results of operations could be materially and adversely affected. The risks described below are not the only
risks that Valo faces. Additional risks that Valo currently does not know about or that it currently believes to be immaterial may also impair its business, financial condition or results of operations. You should review this investor presentation and perform
your own due diligence and consult with your own financial and legal advisors prior to making an investment in Khosla and Valo. Risks relating to the business of Valo will be disclosed in future documents filed or furnished by Valo and/or Khosla with the
SEC, including the documents filed or furnished in connection with the proposed transactions between Valo and Khosla. The risks presented in such filings will be consistent with those that would be required for a public company in its SEC filings,
including with respect to the business and securities of Valo and Khosla and the proposed transactions between Valo and Khosla, and may differ significantly from, and be more extensive than, those presented below.
Risks Related to Valo's Business
Valo has a history of substantial net operating losses and expects that it will continue to incur losses for the foreseeable future.
Valo has not generated any revenue since inception, which, together with its limited operating history and rapid growth, makes evaluating Valo's current business and prospects difficult and may increase the risk of your investment.
Valo may incur significant costs relating to financing future acquisitions or licensing transactions. If Valo is unable to raise capital when needed or on attractive terms, Valo would be unable to consummate such transactions, forced to delay, scale
back or discontinue some of its product candidate development programs or future commercialization efforts.
Valo has not conducted any clinicals trial to date. Valo's product candidates will require preclinical and clinical development, which are lengthy and expensive processes with uncertain outcomes and the potential for substantial delays. Valo cannot
give any assurance that any of its product candidates will be successful in clinical trials or receive regulatory approval, which approval is necessary before such product candidates can be commercialized.
Although Valo believes that its Opal platform has the potential to identify more promising molecules than traditional methods and to accelerate drug discovery and development, Valo's focus on using its platform technology to discover and design
molecules with therapeutic potential may not result in the discovery and development of commercially viable products for Valo or its collaborators.
Valo has invested, and expects to continue to invest, in research and development efforts that further enhance the Opal platform and advance drug candidates. Such investments in technology, data and therapeutic development are inherently risky
and may affect Valo's operating results. If the return on these investments is lower or develops more slowly than Valo expects, its revenues and results of operations may suffer.
If Valo cannot maintain existing partnerships, including its data partnerships, and cannot enter into new partnerships or similar business arrangements, Valo's business could be adversely affected.
Because Valo has multiple programs and drug candidates in its development pipeline and is pursuing a variety of target indications and treatment modalities, Valo may expend its limited resources to pursue a particular drug candidate and fail to
capitalize on opportunities that may be more profitable or for which there is a greater likelihood of success.
Security breaches, loss of data and other disruptions could compromise sensitive information related to Valo's business or prevent it from accessing critical information and expose it to liability, which could adversely affect Valo's business and
reputation.
The outcome of preclinical development testing and early clinical trials may not be predictive of the success of later clinical trials, and interim results of a clinical trial do not necessarily predict final results.
Valo's success depends on its ability to protect its intellectual property, including trade secrets.
Valo will need to expand its organization and it may experience difficulties in managing this growth, which could disrupt its operations.
The markets in which Valo participates are highly competitive, and if Valo does not compete effectively, including for talent necessary to meet its business goals, its business and operating results could be adversely affected.
Even if Valo receives regulatory approval for any of its current or future product candidates, there can be no assurance that Valo may be successful due to competition, reimbursement landscape and challenges to adoption of its product candidates
in the industry in which Valo operates.
Valo may be subject to legal proceedings and litigation, including intellectual property and privacy disputes, which are costly to defend and could materially harm Valo's business and results of operations.
Certain of Valo's estimates of market opportunity and forecasts of market growth could prove to be inaccurate.
If Valo is unable to attract and retain key employees and hire qualified personnel, its ability to compete and successfully grow its business would be adversely affected.
Valo may need to raise additional funds and these funds may not be available when needed.
Changes to applicable U.S. tax laws and regulations or exposure to additional income tax liabilities could affect Valo's business and future profitability.
Business interruptions resulting from the coronavirus disease (COVID-19) outbreak or similar public health crises could cause a disruption of the development of Valo's product candidates and adversely impact its business.
Risks Related to the Business Combination
The consummation of the Business Combination is subject to a number of conditions, including entry into a definitive agreement and plan of merger (the "Merger Agreement"), and if those conditions are not satisfied or waived, the Merger
Agreement may be terminated in accordance with its terms and the Business Combination may not be completed.
There is no guarantee that a Khosla stockholder's decision whether to redeem its shares for a pro rata portion of the trust account will put the stockholder in a better economic position.
If the Business Combination benefits do not meet the expectation of investors or securities or analysts, the market price of Khosla's securities or, following the consummation of the Business Combination, the combined company's securities may
decline.
Potential legal proceedings in connection with the Business Combination, the outcome of which may be uncertain, could delay or prevent the completion of the Business Combination.
Following the consummation of the Business Combination, the combined company ("New Valo") will be an "emerging growth company" and it cannot be certain if the required disclosure requirements applicable to emerging growth companies will
make the post-combination company's common stock less attractive to investors and may make it more difficult to compare performance with other public companies.
New Valo will incur significantly increased expenses and administrative burdens as a public company, which could have an adverse effect on its business, financial condition and results of operations.
Valo
2Q21
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