Zapp Electric Vehicles Group Limited · OTC:ZAPPF
Zapp Electric Vehicles — SPAC Merger (March 2023)
49 slides from Zapp Electric Vehicles's SPAC merger presentation, Mar 16, 2023
Slide 1: Investor Presentation March 2023
Filed by Zapp Electric Vehicles Group Limited Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: CIIG Capital Partners II, Inc. Commission File No.: 001-40802 Investor Pres
Slide 2: Disclaimer
Disclaimer THIS PRESENTATION AND ITS CONTENTS ARE CONFIDENTIAL AND ARE NOT FOR RELEASE, REPRODUCTION, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, TO ANY OTHER PERSON OR IN OR INTO OR FROM THE UNITED STATES OF AMERICA (EXCEPT TO QUALIFIED INSTITUTIONAL INVESTORS AS DEFIN
Slide 3: Disclaimer (Cont'd)
Disclaimer (Cont’d) This presentation does not constitute (i) a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed Business Combination or (ii) an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase any securit
Slide 4: Disclaimer (Cont'd)
Disclaimer (Cont’d) The foregoing list of factors is not exhaustive. Forward-looking statements are not guarantees of future performance. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of PubCo’s registration statemen
Slide 5: Disclaimer (Cont'd) Industry and Market Data
Disclaimer (Cont’d) Industry and Market Data In this presentation, Zapp, PubCo and CIIG II rely on and refer to certain information, estimates and statistics obtained from third-party sources. You are cautioned not to give undue weight to such estimates. None of Zapp, PubCo and CIIG II have independ
Slide 6: Transaction Overview
Transaction Overview § Zapp, headquartered in the UK, designs and sells high-performance two- wheel electric vehicles § CIIG Capital Partners II, Inc. ( CIIG2 ) has approximately $294 million of cash in trust as of September 30, 2022 Overview § On November 22, 2022, Zapp and CIIG2 entered into a bus
Slide 7: Unique Investment Opportunity
facing) Unique Investment Opportunity 1 1| Large and Growing (~$130bn ) Global Powered-Two-Wheeler (“P2W”) Market Strong organic and replacement demand for electrification in largely underpenetrated EV two-wheeler market provides attractive opportunity 2| Innovator in High-Value Electric “Urban Moto
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Slide 9: Board of Directors
Board of Directors Independent Board with Proven PLC and Global Business Track Record Tony Posawatz Swin Chatsuwan Jeremy North Independent Chair Director Director Former GM Executive, Current Director of Lucid President of Zapp CEO of Zapp Kenneth West Patricia Wilber Maj. Gen. Patchara Rattakul Ed
Slide 10: Team Zapp
Team Zapp Experienced Entrepreneurs and Professionals with a Strong Track Record Swin Chatsuwan Jeremy North Founder & CEO Co-founder & President Dave Sturgeon Warin Thanathawee David McIntyre Kiattipong Arttachariya Chief Commercial Officer Chief Financial Officer Co-founder & Chief Design Officer
Slide 11: Zapp at a Glance: Key Achievements to Date
Zapp at a Glance: Key Achievements to Date Highly Experienced Team Delivered Results In-Time and On-Budget Point-of-Sales rollout mobilized i300 won multiple design Contract Manufacturing Agreement (Approx. 200 reseller applications awards signed received worldwide) Received 4 E-Mobility Awards 2017
Slide 12: Product Differentiation
| CAD PRODUCT DIFFERENTIATION
Slide 13: Taking Advantage of the Double Momentum
Taking Advantage of the Double Momentum P2W Market is Currently ~$130bn and Growing, Faster Than Cars and Pick-up Trucks Transition to EVs $224 1 Market value ($bn) 76m units 8% CAGR $130 54m units 2 ICE Market 13% CAGR $64 EV Market $27 2022 2029 EV Penetration 21% 29% 1) Source: Fortune Business I
Slide 14: ~$130BN Electrification Opportunity
EVP2W Companies within Pure-Play EV Landscape Largely Untapped ~$130BN Electrification Opportunity Two-Wheel Market Highly Fragmented EV Markets 1 TAM (2022): ~$130BN Passenger Vehicles 3 High Utility Indigeneous Global Commercial Vehicles 2 2 Moderate-Performance High-Performance 3 Moderate Utility
Slide 15: New and Unique Product Positioning
New and Unique Product Positioning High-Design, Lifestyle/Quality Proposition, creating a new category for Advanced Urban Mobility Riders Delivery/Utilitarian Proposition Lifestyle/Quality Proposition High-priced Leisure Proposition Characteristic Zapp’s first product : § Obsolete performance and dy
Slide 16: Zapp is in the Sweet Spot for Transitioning European Bikers
Zapp is in the Sweet Spot for Transitioning European Bikers Zapp’s positioning appeals to both upsizing ICE step-through buyers and downsizing ICE step-over buyers Adventure Class Step-Over/Urban Z900 R 1200/1250 GS/GA 3 Step-Through/Scooter WAP €16,081 TMAX 500/560 2 TCO €25,259 3 WAP €10,303 2 TCO
Slide 17: Fit for Purpose, Great Value for Performance
Fit for Purpose, Great Value for Performance 0-30 mph Vehicle Power Removable Removable 1 (0-48 km/h) Brand Model Price EU Presence Weight (Peak) Battery Battery Weight Acceleration 264 lbs 13 lbs 2.3sec 14kW $7,107 ✔ ✔ (120 kg) (6 kg) 431 lbs 3.1 sec 60kW $17,995 ✔ - - (195 kg) Del Mar 510lbs 2.6 s
Slide 18: Innovative Exoskeleton Architecture
Patent-Pending Innovative Enabled by an Original Whole Architecture Exoskeleton Benefits A ground-up rethink to maximize the value of electric energy and propulsion platform § Reduces overall components Select Media Coverage § Simplifies manufacturing assembly § Lowers weight and center-of-gravity §
Slide 19: Eliminate Range Anxiety, Charge Anywhere
Eliminate Range Anxiety, Charge Anywhere Unique Independent, Ultra-Lightweight Portable Dual Battery Packs that Operate Independently Key Customer Benefits 1 Charge Anywhere Performance Portable Mounted Underfoot • Clears space under seat for • Quick charge time: ~40 • 13lbs (6kg) • Uses any standar
Slide 20: Zapp's Unique Positioning in Battery Pack Solutions
Zapp’s Unique Positioning in Battery Pack Solutions High Performance Independent Battery Pack Solution Designed for Urban Use Non-Removable Battery EVP2W Brands Removable Battery EVP2W Brands Swapping-Dependent EVP2W Brands Gogoro 3 SBMC ~ 88 Network ~ 24 21 ~ 18 ~ ~ 13 Del Mar 6 to 8 ~ 7 6 ~ 5 ~ ~
Slide 21: Gen-2 Sustainability
Gen-2 Sustainability Strong Emphasis on Full-Cycle Sustainability Designed for fewer components and simplified assembly process Bodywork from composites with green-to-make Design materials § NONA-carbon fiber composite § Bio-Flax composite § Ocean-recycled plastic Battery Batteries can be refurbishe
Slide 22: Sustainable High-Performance Urban Mobility
Sustainable High-Performance Urban Mobility Step-Over (motorcycle) Performance in Step-Through (scooter) Form Factor Superbike Performance and Specifications High-tech materials, high-torque motor, upside-down forks, pushrod coil-over mono-swingarm rear suspension, 4- piston caliper, full floating d
Slide 23: Longer-Term Product Roadmap
Longer-Term Product Roadmap Future Product Platforms Aim to Fill All Key Targeted Segments with Differentiated Attributes Mid-Term Long-Term Current Smaller, more affordable in emerging markets 2 2 i300 i125 i100 Gen-2 green, high design, Smaller version of i300 Key Selling Features Gen-2 green, hig
Slide 24: Manufacturing / Supply Chain
MANUFACTURING / SUPPLY CHAIN 23
Slide 25: Balance Sheet-Light Business Model
Balance Sheet-Light Business Model Zapp’s Balance Sheet-Light, Export Credit, Multiplier Model - Unique Amongst Pure-Play EV Players Customer orders i300 online via Zapp website Zapp generates purchase order Zapper picks up and delivers (PO) to Summit i300 to customer in locale PO is shared with EXI
Slide 26: Zapp's Design For Manufacturing (DFM)
Zapp’s Design For Manufacturing (DFM) Designed-In Maximization of EV Drivetrain and Exoskeleton Innovation to Change Manufacturing Paradigm Assembly Components Assembly Time Only 82 Only 149 <30 1 Steps Components Minutes De-Risk Manufacturing and Procurement Complexity Optimize Manufacturing Proces
Slide 27: Flex Manufacturing Through Simplified Assembly
Flex Manufacturing Through Simplified Assembly 4-Station, Non-Belt Production Line Capability to Achieve High Efficiency and Yield Station 1 Station 2 Station 3 Station 4 Chassis Mechanical Electrical Bodywork Capacity 2 1 Summit’s pre-existing capacity of 215,000+ ft can be allocated to Zapp and co
Slide 28: Blue Chip Suppliers
Blue Chip Suppliers Strategic Partners Provide Ease of Scalability Components from Blue Chip Suppliers Through Premium-Quality Proprietary and Custom Components Summit Exo- Battery Composite skeleton Packs Bodywork Assembly Logistics Sea General Assembly Inland Freight Alloy Swing-Arm Wheels 27
Slide 29: Manufacturing Outsourced to Global Tier-1 Firm
Manufacturing Outsourced to Global Tier-1 Firm Summit Group is a Large, Established Automotive Manufacturers in SE Asia § Over 50 years of manufacturing know-how in automotive space § Ability to produce its own tooling and R&D combined with periodic production enhancements § All factories have passe
Slide 30: Manufacturing Capacity Enabled by Contract Manufacturing
Manufacturing Capacity Enabled by Contract Manufacturing and Receivables Financing Basis Summit Capacity Expansion Roll-Out 2023 2024 2025 2026 for Zapp 2 Factory Floor Space (ft ) 5,380 53,800 107,600 215,200 Assembly line 1 6 10 10 Manpower 14 42 65 80 Type of Process Fully Manual Process Partiall
Slide 31: Go-to-Market Strategy
GO-TO-MARKET STRATEGY
Slide 32: Initial Target Markets
Initial Target Markets Initial target markets have sizable annual P2W sale volume and massive number of ICE P2Ws in circulation Spain France Italy 1 P2W Market Sizes in Target Markets in 2021 (#of Vehicles Sold Annually in Units) 166,513 206,955 269,600 2 Existing Population of P2W in Circulation (T
Slide 33: Fast-Growing Markets for Electric Motorcycles
Fast-Growing Markets for Electric Motorcycles EV motorcycle sales in EU almost doubled in 2022 § EV motorcycle sales grew 88% from 2021, 1 New Motorcycle Registrations in Largest European Markets gaining higher portion in the total motorcycle sale in Europe 2022 EV Sales Growth in 906,953 Zapp’s Ini
Slide 34: Favorable Regulatory Tailwinds for EV Adoption
Favorable Regulatory Tailwinds for EV Adoption More and more cities, especially in Europe, are implementing fossil fuel prohibition and penalties for ICE P2W Low Emission Zone Target Year for ICE Vehicle Ban Affecting ICEP2W 2030 2021-2025 Rome 2021 Barcelona Berlin Bristol 2022 Copenhagen Heidelber
Slide 35: Omni Sales Channels to Maximize Volume Growth
Omni Sales Channels to Maximize Volume Growth Retail Point of Sales (Agency Model) Full-stack E-Commerce System Authorized Resellers Online Resellers / Influencers § Serve as a physical retail point-of-sales (POS) for § Allows the company to broaden reach to its e- § All sales channels are driven to
Slide 36: Dealership Model Eliminated
Drop-Ship-Direct-To-Customer Dealership Model Eliminated § Eliminates the dealership model and allows Zapp to control a high-quality user experience, including fixed pricing § Complements the personalization strategy, avoids inventory build-up, both at the POS and at Zapp, as part of our asset-light
Slide 37: After-Sales Care Through Our Zappers
After-Sales Care Through Our Zappers “We Come to You” Branded Zapper Vans Expected to Operate After-Sales Care as well as Initial Deliveries to Customers Who are Zappers? § Zapp franchised and trained technicians § Zapper vans expected to be owned and operated by individual franchisees § Fully-equip
Slide 38: Transaction Overview
TRANSACTION OVERVIEW 37
Slide 39: Transaction Overview
Transaction Overview Key Transaction Terms Redemption Scenarios 2 Illustrative Pro Forma Valuation 0% 80% § Transaction expected to result in approximately $274 million of cash Share Price $10.00 $10.00 Pro Forma Shares Outstanding (mm) 85.2 62.2 (assuming 0% redemptions) or $39 million (assuming 80
Slide 40: Key Takeaways
Key Takeaways Highly Differentiated and Innovative Products § Portable and powerful battery pack technology addresses range anxiety § Exoskeleton architecture provides consumers great value and high performance Capital Efficient Manufacturing and Operation § Zapp does not need to build manufacturing
Slide 41: Thank you
Thank you Design-Led Electric Personal Urban Mobility Solutions 40
Slide 42: Appendix
se yours APPENDIX
Slide 43: Risk Factors
Risk Factors The risks presented below are certain of the general risks related to PubCo’s business, industry and ownership structure and are not exhaustive. The list below is qualified in its entirety by disclosures contained in future filings by PubCo, its affiliates or by third parties with the S
Slide 44: Risks Related to Zapp's Business and Industry (Cont'd)
Risks Related to Zapp’s Business and Industry (Cont’d) § Increases in costs, as a result of inflation or otherwise, disruption of supply or shortage of materials, in particular for lithium-ion battery cells and electronics subcomponents could harm our business. § Leveraging contract manufacturers, i
Slide 45: Risks Related to Zapp's Business and Industry (Cont'd)
Risks Related to Zapp’s Business and Industry (Cont’d) § We may become subject to product liability claims, which could harm our financial condition and liquidity if we are not able to successfully defend or insure against such claims. § Our insurance coverage strategy may not be adequate to protect
Slide 46: Risks Related to Zapp's Business and Industry (Cont'd)
Risks Related to Zapp’s Business and Industry (Cont’d) § Our business prospects, financial condition and operating results may be adversely affected by pandemics (including COVID-19) and epidemics, natural disasters, actual or threatened war (including the conflict in Ukraine), terrorist activities,
Slide 47: Risks Related to Ownership of PubCo Securities (Cont'd)
Risks Related to Ownership of PubCo Securities (Cont’d) § PubCo will be an “emerging growth company” and it cannot be certain if the reduced SEC reporting requirements applicable to emerging growth companies will make PubCo’s Ordinary Shares less attractive to investors, which could have a material
Slide 48: Risks Related to CIIG II and the Business Combination (Cont'd)
Risks Related to CIIG II and the Business Combination (Cont’d) § CIIG II may not have sufficient funds to consummate the Business Combination. § If, before distributing the proceeds in the Trust Account to the Public Stockholders, CIIG II files a voluntary bankruptcy petition or an involuntary bankr
Slide 49: Risks Related to the U.S. Federal Income Tax Treatment of the Business Combination
Risks Related to the U.S. Federal Income Tax Treatment of the Business Combination § There may be tax consequences of the Business Combination that adversely affect holders of Public Shares and Public Warrants. § IRS may not agree that PubCo (i) should be treated as a non-U.S. corporation for U.S. f