Anghami SPAC Presentation Deck
TRANSACTION SUMMARY
VISTAS MEDIA
ACQUISITION COMPANY
anghami
Anghami to be merged with
Vistas Media Acquisition Company
INC ("VMAC"2), a publicly listed
special purpose acquisition
company with $100M
cash in trust
Valuation at 2.5x 2022E revenue
Transaction includes a $110M
pro-forma PIPE
• Pro forma enterprise value of $219.5M²
Current Anghami shareholders own
33% of the company on a pro-forma
basis
PRO-FORMA SOURCES & USES
USES
Anghami consideration¹
Transaction Expenses
Cash to the balance sheet
Total Uses
SOURCES
Cash in Trust
PIPE Proceeds
Anghami Rollover Equity
Total Sources
$100M
$110M
$119M
$329M
PRO-FORMA
ANGHAMI VALUATION
Shares Outstanding
Price per Share
Market Capitalization
(-) Cash
Enterprise Value²
$36.2M
$10
~$362M
$142.4M
$219.5M
SPONSOR
PUBLIC FROM IPO
PIPE INVESTORS
-33%
-$362M
market
capitalization
-28%
ANGHAMI ROLLOVER EQUITY
Assumes no redemptions by public shareholders in connection with the transaction and does not take into account interest income in SPAC trust account.
1 The mix of cash and equity paid to Anghami depends on the amount of cash in trust net of redemptions, the amount of capital raised in the PIPE and the transaction
costs. The amount of equity rolled over by existing Anghami investors ranges from ~66% (no redemptions and $11OM PIPE) to -94% ( full redemptions and $40M PIPE)
2 Due to the structure of the transaction, regardless of the redemptions and PIPE proceeds, the enterprise value remains fixed at approximately $220M.
Source: Management Estimates
45
$180M
$6.6M
-30%
$142.4M
$329M
~9%
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