Bridger Aerospace Group Holdings, Inc. · NASDAQ:BAER
Bridger Aerospace — SPAC Merger (November 2022)
47 slides from Bridger Aerospace's SPAC merger presentation, Nov 7, 2022
Slide 1: Bridger Aerospace Investor Presentation November 2022
Filed by Wildfire New PubCo, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Jack Creek Investment Corp. Commission File No.: 001-39602 Date: November 7, 2022 Bridger Aerospace Investor Pre
Slide 2: Important Disclaimers: Basis of Presentation
Important Disclaimers Basis of Presentation This Presentation (this “Presentation”) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a business combination between Bridger Aerospace Group Holdings, LLC (“Bri
Slide 3: Important Disclaimers: Forward Looking Statements
Important Disclaimers Forward Looking Statements Certain statements included in this Presentation are not historical facts but are forward-looking statements, including for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-lookin
Slide 4: Important Disclaimers: Trademarks
Important Disclaimers Trademarks Jack Creek and Bridger own or have rights to various trademarks, service marks and trade names that they use in connection with the operation of their respective businesses. This Presentation also contains trademarks, service marks, trade names and copyrights of thir
Slide 5: Important Information for Investors and Stockholders
Important Disclaimers Important Information for Investors and Stockholders The Business Combination will be submitted to shareholders of Jack Creek for their consideration and approval at a special meeting of shareholders. Jack Creek and Bridger prepared a registration statement on Form S-4 (the “Re
Slide 6: Table of Contents
Table of Contents Executive Summary 7 The Bridger Solution 18 Financial Overview 26 Transaction Details and Benchmarking 32 Appendix 35 6
Slide 7: Executive Summary
Ba SELES Executive Summary
Slide 8: Agenda and Presenters
Agenda Presenters The Bridger Solution 1 Financial Overview 2 Tim Sheehy McAndrew Rudisill Chief Investment Officer Chief Executive Officer, Founder & Director & Director Transaction Details and Benchmarking 3 Jeff Kelter Robert Savage Chief Executive Officer Executive Chairman 8
Slide 9: Bridger Aerospace Timeline
Bridger Aerospace Timeline Projected fleet of 6 Super Scoopers (and 1 scooper (1)(2) equivalent ) by the end of Q1 2023 Bridger was founded as a $39 million in revenue veteran-owned business in Received first CL-415EAF and $11 million in 2014 that has quickly gained “Super Scooper” in 2020 Adjusted
Slide 10: Bridger Aerospace at a Glance
Bridger Aerospace at a Glance Business Description Financial Profile ($ in Millions) (2) (2) 15 20 29 § Bridger Aerospace (“Bridger” or the “Company”) provides full- 57% spectrum aerial firefighting solutions to Federal and State government agencies $102 27% § Founded in 2014, Bridger currently has
Slide 11: Bridger's Critical Mission
Bridger’s Critical Mission Bridger’s Mission is to Fight Wildfires that Cause Hundreds of Billions of Dollars of Economic Damage and Emit Hundreds of Millions of Metric Tons of CO into the 2 Mitigate economic Minimize Directly attack CO Atmosphere Annually 2 loss as wildfire environmental harm emiss
Slide 12: Entrepreneurial Management Team With a Track Record of Success
Entrepreneurial Management Team With a Track Record of Success Bridger is Led by an Experienced Executive Team with a Track Record of McAndrew Rudisil Successfully Tim Sheehy Eric Gerratt James Muchmore Chief Investment Officer Chief Executive Officer Chief Financial Officer Chief Legal Officer Deve
Slide 13: Jack Creek Investment Corp. Management Team at-a-Glance
Jack Creek Investment Corp. Jack Creek Management Team at-a-Glance n Jack Creek, a special purpose acquisition company (“SPAC”), n Proven track record of creating value in public and private (1) holds ~$347 million cash in trust markets across numerous industries n Robust history of entrepreneurship
Slide 14: A Uniquely Qualified Leadership Team Aligned with Shareholders
A Uniquely Qualified Leadership Team that is Aligned with Shareholders Post-Merger Board of Directors n Jack Creek, founded on August 18, n Bridger’s management team has an Jeffrey Kelter 2020, has ~$347 million cash in Chairman and Director extensive track-record of leading (1) trust and growing bu
Slide 15: Why Bridger is Going Public
Why Bridger is Going Public Enhance public support and awareness of Bridger, particularly in a market without a significant number of public-ready, fundamentally-driven ESG businesses Provide public currency for strategic growth As a Public Company, Bridger Expects to Enhance its Profile and Rapidly
Slide 16: Business Combination Overview
Business Combination Overview n Business combination between Bridger and JCIC, a publicly listed SPAC with ~$347 million cash in trust Transaction n No PIPE is required to close the transaction Structure n Transaction is expected to close by Q4 2022 The Transaction is (1)(3) (2) n Pro-forma enterpri
Slide 17: Investment Highlights
Investment Highlights Full Service, COCO Wildfire Fighting Platform Utilizing Leading, Purpose-Built Technology Rapidly Expanding Market Due to Increased Wildfire Season Length, Geographic Breadth and Severity Sustainability Practices: Directly Combating Major Sources of CO Emissions 2 Recurring Rev
Slide 18: The Bridger Solution
The Bridger Solution
Slide 19: Large Market With Strong Demand for Air-Based Suppression Technologies
Large Market With Strong Demand for Air-Based Suppression Technologies Aerial Suppression Spend Represented ~43% … and the Market is Anticipated to Continue to Expand (1) of the $22 Billion Firefighting Market in 2021 … as Wildfires Rage Across Europe and the US Air-Based (3) Suppression Greece Face
Slide 20: Bridger's Platform is Designed to Solve a Growing and Evolving Problem
Bridger’s Platform is Designed to Solve a Growing and Evolving Problem …Yet There is Inadequate Scale, Response Bridger Aerospace Provides a Wildfire Risks are Increasing… and Coordination Full-Fledged, Modern Solution n Deploy highly efficient aerial firefighting assets tailored Company A Company B
Slide 21: Bridger Deploys a Multi-Layered Fleet of Highly Capable Aircraft
Bridger Deploys a Multi-Layered Fleet of Highly Capable Aircraft 2022E Fleet Size (1) Suppression n Viking Air CL-415EAF Super Scooper, an upgrade of the original CL-415 6 n Using local water, the Super Scooper can drop 100k gallons per day n Highly capable and cost-efficient aircraft Bridger Plans
Slide 22: Bridger's Scooper Fleet Provides Unique Firefighting Capabilities
Bridger’s Scooper Fleet Provides Unique Firefighting Capabilities n The CL-415EAF is an amphibious aerial firefighting aircraft outfitted with upgraded avionics and high-powered turbine engines n Unique aeronautical design enables tight maneuvering at low altitudes and airspeeds, allowing for high-p
Slide 23: Bridger Delivers More Complete and Effective Fire Suppression Capabilities
Bridger Delivers More Complete and Effective Fire Suppression Capabilities Illustrative Perimeter (1) Solution Provider Multiple Layers of Aircraft Traditional LAT/VLATs Fleet Type Bridger Offers 35 Fleet Size 20 and Scaling Differentiated 100 Solutions to Combat 150-250 Drop Altitude (Feet) the Evo
Slide 24: Extensive US Footprint Serving Mission-Critical Geographies
Extensive US Footprint Serving Mission-Critical Geographies Long-Term Contracts With Federal Federal Agencies Expected to Represent ~75%+ and State Firefighting Agencies of Revenue in 2022E Forward Federal State & Local 2021A Revenue by End Customer 6% Bridger Maintains a 18% 100% Renewal Rate on it
Slide 25: FireTrac: Next-Gen Wildfire Data, Surveillance and Reporting Platform
FireTrac: Next-Gen Wildfire Data, Surveillance and Reporting Platform Data Technology n Combine Bridger’s proprietary in-flight imaging capabilities with n Near real-time interface to inform users of potential wildfire impacts published governmental data n Interactive mapping solutions to help visua
Slide 26: Financial Overview
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Slide 27: A Longer Active Fire Season is Extending Operators' Flight Hours
A Longer Active Fire Season is Extending Operators’ Flight Hours Climate Change has Elongated the Active Northern Hemisphere Fire Season Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Maintenance, Training & Active Fire Season Maintenance FAA re-certification period (each CL-415EAF has the ability
Slide 28: Favorable Contract Mechanics and Terms
Favorable Contract Mechanics and Terms A B Super Scoopers Deployed Adjusted EBITDA per Scooper § Bridger estimates a range of run-rate Adjusted § Bridger estimates Super Scoopers deployed in EBITDA per Scooper based on past performance the projection period § There are several key variables that dri
Slide 29: Attractive Aircraft Unit Economics Drive Margins with Fleet Expansion
Attractive Aircraft Unit Economics Drive Margins with Fleet Expansion (1) 2023E Aerial Suppression spend represented Total Addressable Market ~$9.3 billion ~43% Firefighting Market One-time investment to purchase Average Total Cost of New $32 million new Super Scooper Scooper Delivered Bridger Has a
Slide 30: Multiple Efficiencies Driving Margin Improvement
Multiple Efficiencies Driving Margin Improvement n Bridger is at an inflection point where margins are expected to continue to increase due to high-capacity utilization, fleet expansion ~57% Adj. and the benefit of prior cost incurrence EBITDA Margin n The Bridger business creates a significant amou
Slide 31: Financial Overview
Financial Overview ) ($ In Millions 2021A 2022E 2023E Pro Forma Valuation n Although Bridger’s Super Scooper fleet only comprises ~30% Fire Suppression $30 $39 $85 of total fleet count, the CL-415EAF’s leading operating Air Attack 8 7 13 performance contributes to the majority of top-line sales via
Slide 32: Transaction Details and Benchmarking
Transaction Details and Benchmarking
Slide 33: Detailed Transaction Overview
Detailed Transaction Overview Pro Forma Valuation Valuation and Capital Structure Pro-Forma Valuation (1)(2)(3)(7)(8) n Fully diluted pro-forma enterprise value of $915 million Pro Forma Shares 112.592 n Transaction is expected to generate ~$326 million of cash Assumed Share Price $10.00 to the bala
Slide 34: Operational Benchmarking
Operational Benchmarking CY2023E Revenue Growth CY2023E D efense E lectronics M edian = 7% 122% CY2023E S pecialty A viation M edian = 11% 13% 11% 11% 11% 11% 8% 5% 5% 5% Bridger’s Projected Revenue Growth and Margin Profile are Favorable Versus Peers CY2023E Adj. EBITDA Margin CY2023E Defense Elect
Slide 35: Appendix
Appendix
Slide 36: Rising and Evolving Wildfire Risks Threaten Communities
Rising and Evolving Wildfire Risks Threaten Communities More Severe Wildfire Season Wildland-Urban Interface Changes in Temperatures and Insufficient Firefighting Capacity Lack of Real-Time Insights Precipitation Levels Are Increasing the Magnitude of Wildfires and Adding Weeks to Destructive Fire S
Slide 37: As WUI Areas Expand, the Scale of Damage from Wildfires is Expected to Increase
As WUI Areas Expand, the Scale of Damage from Wildfires is Expected to Increase Residential Growth in Fire-Prone, Historical Trend of More Large Fires Burning More Acres Wildland-Urban Interface Areas Over Time Total Acres Burned in California by the Growth Rate of Homes in the WUI by County (1990 –
Slide 38: Wildfires Present a Significant and Growing Environmental Hazard
Wildfires Present a Significant and Growing Environmental Hazard Increased Wildfires, CO Levels and Temperatures Annual Wildfire CO Emissions are Among the 2 2 Are Part of a Vicious Cycle Most Harmful Pollutants > 110 Million Metric tons of CO released by California 2 wildfires in 2020 is equivalent
Slide 39: FireTrac Opportunity and Business Model
FireTrac Opportunity and Business Model Multi-Billion Dollar Global Data Opportunity Underserved Market of Addressable Subscribers Business Model & Illustrative Revenue Opportunity n 1/6 of US population is directly impacted by wildfiresn Annual subscription-based revenue model with user-friendly Fi
Slide 40: Pro-Forma Ownership Impact from Redemptions
Pro-Forma Ownership Impact from Redemptions (1) Illustrative Redemptions ($ In Millions) 0% 25% 50% 75% Regardless of Final (3) Pro Forma Shares 112.592 103.967 95.342 85.587 Structure, the Share Price $10.00 $10.00 $10.00 $10.00 Transaction Requires Pro Forma Equity Value $1,126 $1,040 $953 $856 No
Slide 41: Net Income to Adjusted EBITDA Reconciliation
Net Income to Adjusted EBITDA Reconciliation 2021A Net Loss to Adjusted EBITDA Reconciliation Year Ended December 31, 2021 ($ In Millions) Net Loss ($6.5) Depreciation and Amortization 6.7 Interest Expenses 9.3 EBITDA $9.4 (1) Loss on Disposals 1.0 (2) Legal Fees 0.1 Adj. EBITDA $10.5 (3) Net Income
Slide 42: Net Income per Scooper to Adjusted EBITDA per Scooper Reconciliation
Net Income per Scooper to Adjusted EBITDA per Scooper Reconciliation Net Income per Scooper to Adjusted EBITDA per Scooper Reconciliation 2021A ($ In Millions) Net Income per Scooper $1.8 Depreciation and Amortization per Scooper 1.2 Interest Expenses 0.5 Adj. EBITDA per Scooper $3.5 Number of Scoop
Slide 43: Risk Factors (1 of 5)
Risk Factors (1 of 5) All references to “Bridger,” the “Company,” “we,” “us” or “our” refer to the business of Bridger Aerospace Group Holdings, LLC and its consolidated subsidiaries. The risks presented below are certain of the general risks related to our business, industry and ownership structure
Slide 44: Risk Factors (2 of 5)
Risk Factors (2 of 5) Operations Risks (continued) § System failures, defects, errors, or vulnerabilities in our website, applications, backend systems, or other technology systems or those of third-party technology providers could harm our reputation and brand and adversely impact our business, fin
Slide 45: Risk Factors (3 of 5)
Risk Factors (3 of 5) Sales and Customer Risks (continued) § The U.S. government’s budget deficit and the national debt, as well as any inability of the U.S. government to complete its budget process for any government fiscal year and consequently having to shut down or operate on funding levels equ
Slide 46: Risk Factors (4 of 5)
Risk Factors (4 of 5) Financial and Capital Strategy Risks (continued) § We have a substantial amount of debt and servicing future interests or principal payments may impair our ability to operate our business or require us to change our business strategy to accommodate the repayment of our debt. Ou
Slide 47: Risk Factors (5 of 5)
Risk Factors (5 of 5) Transaction Risks § The process of taking a company public by means of a business combination with a special purpose acquisition company (“SPAC”) is different from taking a company public through an underwritten offering and may create risks for our unaffiliated investors. § Th