Slide 1: Investor Presentation March 2021
STRICTLY PRIVATE AND CONFIDENTIAL Investor Presentation March 2021 1
Slide 2: Disclaimer
Disclaimer 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 potential business combination between Cerberus Telecom Acquisition Corp. (“CTAC”) and KORE Wireless (“KO
Slide 3: Disclaimer (Cont'd)
Disclaimer (Cont’d) Non-GAAP Financial Measures This Presentation includes certain financial measures not presented in accordance with generally accepted accounting principles (“GAAP”) including, but not limited to EBITDA, Adjusted EBITDA and certain ratios and other metrics derived therefrom. These
Slide 4: Transaction overview
Transaction overview Summary of KORE and CTAC proposed business combination • On December 24th, 2020, KORE and CTAC executed a non-binding term sheet setting forth the potential terms of a business combination Transaction Timing • Definitive documentation was signed March 10, 2021 • The transaction
Slide 5: Sources & uses / pro forma valuation
Sources & uses / pro forma valuation ($ in millions) Estimated Sources & Uses Sources ($mm) Existing KORE Shareholders Equity Rollover 1 $ 346 38.3% SPAC Cash in Trust 2 259 28.7 SPAC Sponsor Shares 3 73 8.1 PIPE Investors 225 24.9 Total Sources $ 903 100.0 % Uses Existing KORE Shareholders Equity R
Slide 6: KORE aligns perfectly with CTAC's strategy
KORE aligns perfectly with CTAC’s strategy Cerberus Telecom Acquisition Corp (“CTAC”) in partnership with KORE will utilize its 200+ combined years of telecom and technology leadership in conjunction with Cerberus’ multi- disciplinary investment and resource platforms to create value through the upc
Slide 7: CTAC views KORE as having downside protection with significant upside potential
CTAC views KORE as having downside protection (predictable revenue) with significant upside potential KORE satisfies all of CTAC’s initial investment criteria Initial target universe Growth-oriented company with recurring, predictable revenue and sustainable free cash flow Market-leading company wit
Slide 8: Business Overview
KORE. Business Overview
Slide 9: KORE's mission to simplify the complexities of IoT
With the oncoming tidal wave of connected devices, KORE’s mission is to simplify the complexities of IoT and help customers Deploy, Manage, and Scale their mission-critical IoT solutions
Slide 10: KORE at a glance
KORE at a glance Leading global, independent provider of mission critical IoT solutions • KORE is a market leader in enabling end-to-end IoT solutions for enterprises Who We Are • Trusted advisor, enabling our customers to Deploy, Manage and Scale their IoT solutions • Blue chip customer base includ
Slide 11: KORE business model: offering high demand IoT services
KORE business model: offering high demand IoT services Product line Products Product description Primary pricing method • IoT connectivity services offered through market leading IoT platform ‘KORE One’ Connectivity as a Service • Our connectivity solutions allow devices to seamlessly and securely c
Slide 12: KORE differentiators and IoT customer use cases
KORE differentiators and IoT customer use cases • KORE differentiators • KORE customer IoT use cases ✓ 44 carrier integrations (each takes ~2 years) ✓ Industry leading KORE One platform (7 engines) Connectivity ✓ ConnectivityPro service and related APIs ✓ eSIM technology stack/ proprietary IP ✓ Hype
Slide 13: IoT deployments are extremely complex
IoT deployments are extremely complex • Top challenges in IoT deployments • KORE’s IoT in a Box Lack of in-house IoT expertise and resources Inability to Challenges in contextualize interoperability and and analyze data compatibility Fragmented ecosystem requiring multiple Lack of partners Issues in
Slide 14: Customer case study: Customer #1
Customer case study: Customer #1 Customer #1 is a multinational medical devices company. KORE works with the cardiac monitoring (pacemakers and related devices) division, which is a market leader in this line of products. It has been KORE’s customer for >10 years. Cardiac Device Bedside Monitor KORE
Slide 15: Focus industry sector: Connected Health
Focus industry sector: Connected Health KORE’s credentials in Connected Health will drive market share in an expanding market Connected Health overview 2025 Industry Target 17.5% ~$300M CAGR1 Revenue Key Use Cases: – Remote Patient Monitoring: Cardiac Rhythm Monitoring – Remote Patient Monitoring: C
Slide 16: KORE's five focus industry sectors are growing fast
KORE’s five focus industry sectors, representing 80%+ of the IoT market, are growing fast 5G drives significant new use cases in mission critical applications across KORE’s target industries Vertical 2020P-2025P CAGR Transformational use cases Assets 34.2 % Home / BusinessCritical Asset Offender Tra
Slide 17: KORE: unique one stop shop IoT Solutions enabler
KORE: unique “one stop shop” IoT Solutions enabler is a differentiated player providing comprehensive IoT solutions – CaaS, Solutions & Analytics IoT Ecosystem Partners Analytics & Connectivity Solutions Cloud Platforms ✓ IoT specialist ✓ Secure & cost efficient ✓ Full control over IoT stack ✓ Fast
Slide 18: Well positioned in the early innings of growth opportunity in IoT
KORE is well positioned in the early innings of an exciting growth opportunity in IoT Devices (bn) TAM ($bn) Source: GSMA (IoT Revenue: State of the Market 2020); Ericsson (Mobility Report 2020); Cisco Annual Internet Report Highlights Tool 2020; IDC (Worldwide 5G Connections Forecast, 2019-2023) an
Slide 19: Significant potential growth opportunity
Significant potential growth opportunity IoT connections by technology of total mobile 45% data over 5G networks • Broadband & Critical IoT Low-Power Wide- (4G/5G) 2.7B Area Connections by 2025 Massive IoT • (Licensed LPWA – NBIoT eSIM revenue 5G & CAT-M) $0.9B generated in at scale Legacy 2024 (2G/
Slide 20: 5G will enable a connected planet
5G will enable a connected planet Construction and mining Digitized education $1.1T $0.3T Precision agriculture Connected healthcare $0.3T $1.1T Powering the digital economy $13.2 Trillion in global economic value by 2035 $2.3T $2.2T Richer mobile Smart city experiences $4.7T $1.2T Smart manufacturi
Slide 21: KORE expects to be a leading enabler of 5G adoption
KORE expects to be a leading enabler of 5G adoption Powered by KORE’s KORE provides 5G-ready eSIM and 5G connectivity multi-multi-multi value and simplified proposition enabled management by proprietary KORE One platform Powered by KORE’s KORE aims to strength in carrier enable relationships and sea
Slide 22: Phased transformation to KORE 3.0
Phased transformation to KORE 3.0 Year Year Year Year Year One Two Three Four Five 2019 2020 2021 2022 2023 Year Zero • One Team KORE; • Acquisition/integration • Capability • Broadened industry • Portfolio mix from high-performance of Integron; launch of acquisition strategy sector expertise with 1
Slide 23: KORE's growth acceleration to ~$1B in sales
KORE’s growth acceleration to ~$1B in sales ~$ 700M1 Robust M&A pipeline of Edge and AI strategic and analytics accretive portfolio opportunities Pre-configured expansion Selling existing IoT industry customers solutions $ 219M multiple Customer services portfolio growth > 20% New customers & produc
Slide 24: Past M&A wins coupled with strong future M&A pipeline
Past M&A wins coupled with strong future M&A pipeline KORE has a successful track record of executing and integrating strategic acquisitions Recent M&A Transaction Highlights Strategic impact • Furthered our strategy as a leader in IoT Managed Services • Expanded presence in Healthcare & Life Scienc
Slide 25: KORE: accelerating growth & revenue visibility
KORE: accelerating growth & revenue visibility Scale & Growth Growth in Total Contract Value of Wins in 2020E vs. 2019A1 Scale & Growth Top 25 Customer Revenue CAGR from 2018A to 2022P FY2020E Go-Forward Customer SIM Count vs. PY3 Established & Proven Recurring Revenue in 2020E BAU Churn from Go-For
Slide 26: KORE's TCV wins increased by 69% in 2020
KORE’s TCV wins increased by 69% in 2020 Estimated TCV (Total Contract Value) of Wins by Quarter TCV Growth Note: Total Contract Value (TCV) is the estimated revenue from new or existing customer wins over an approx. 3-year time period based on customer and sales force forecasts of unit growth and c
Slide 27: KORE's SIM growth momentum is accelerating
KORE’s SIM growth momentum is accelerating Annualized Growth : 2020 sequential SIM growth for Go Forward 2020 average SIM count for Go Forward customers customers Healthcare Industrial, Fleet, Asset Monitoring Communications & Other Note: Represents go forward SIMs; ~12M total SIMs as of 2020E.
Slide 28: Financial Overview
KORE. Financial Overview
Slide 29: Pro forma financial summary
Pro forma financial summary (US$ in millions) CaaS % Growth IoT Solutions % Growth One Time Churn Total Revenue % Total Growth (-) COGS Total Gross Profit % Gross Margin (-) SG&A1 Adj. EBITDA % Adj. EBITDA Margin Total Capex Unlevered FCF2 Cum. FCF Historicals Prelim. Forecast CAGR 2019A 2020P 2021P
Slide 30: Strong organic growth performance, lift off ahead
Strong organic growth performance, lift off ahead Commentary Organic Revenue Growth • ~26% organic growth (average from 2018 to 2022) with top customers driven by volume gains and cross selling • Average ~90%+ revenue visibility through 2023P • ~92% recurring revenue One Time 2G / 3G Sunsetting • Fo
Slide 31: Extremely high level of '21P-'25P revenue visibility
Extremely high level of ’21P-’25P revenue visibility 2021P – 2025P Revenue Visibility ($ in millions) Installed Base as of 2021P Installed Base as of 2020A Existing Installed Base One Time Churn 2020 Wins 2021 Projected Wins Future Projected Wins Note: Financials represent KORE’s projections through
Slide 32: 2020 closed with incredible momentum
2020 closed with incredible momentum 2020 Quarterly Adj. Revenue1 Business Momentum ($ in millions) Same Qtr PY Growth +69% +26% Growth in Total Contract Top 25 Customer Revenue Value of Wins in 2020E vs. CAGR from 2018A through 2019A2 2022E ~92% +90% Average Revenue Visibility Recurring Revenue in
Slide 33: Benchmarking
KORE. Benchmarking
Slide 34: Overview
Overview PURE PLAY “IOT” • Benchmark pure play IoT Companies • Strong revenue growth and stable recurring revenue • Stable gross and EBITDA margins COMMUNICATION SOFTWARE • High growth SaaS companies with similar financial profiles to KORE • Minimal CapEx , robust growth, and predominantly recurring
Slide 35: Operational Benchmarking
Operational Benchmarking Commentary 2021E – 2022E Adjusted Total Revenue Growth • KORE has a proven ability to deliver superior organic growth from its go forward customer base • Well positioned to accelerate growth alongside 5G and eSIM industry themes • Significant recurring organic growth — ~92%
Slide 36: Operational Benchmarking (cont'd)
Operational Benchmarking (cont’d) Commentary • Compelling scalable and profitable business model fueled by KORE One platform with proprietary IP and market leading IoT knowledge • ~57% 2022E Gross Margins • ~28% 2022E Adjusted EBITDA Margins 2022E Gross Margin Median: 59.2% Median: 62.5% 2022E Adjus
Slide 37: Valuation Benchmarking
Valuation Benchmarking Commentary EV / 2022E Revenue Median: 5.7x Median: 17.5x 22.0x • This Transaction provides an attractive entry point…deal valuation at significant discount to benchmarks — Multiple strategic ways to perform — Numerous upsides not included • KORE has a successful track record o
Slide 38: Appendix
KORE. Appendix
Slide 39: KORE's IoT managed services portfolio
KORE’s IoT managed services portfolio KORE provides a one-stop-shop for IoT deployment 1 IoT Strategy 2 Technology 3 Connectivity , 4 Deployment 5 Operations 6 Sustainment 7 Analysis & & End-to-end Evaluation, Device & Data (forward Management & (reverse Optimization Security Selection, Dev Manageme
Slide 40: Customer use case: Cardiac rhythm monitoring
Customer use case: Cardiac rhythm monitoring KORE’s solution enables global deployment and management of regulated medical equipment Network Design Demand Forecast Technical Support Advanced Manage Roaming Footprint Supply Chain Tier 2 Services Updates Tier 3 – Connectivity / Network Order Managemen
Slide 41: KORE's leadership team
KORE’s leadership team Decades of leadership and domain expertise in IoT with significant public company experience Romil Bahl President, Chief Executive Officer • ~30 years of Tech, SaaS, IoT and Analytics experience in high-growth environments • Previous experience includes multiple CEO positions,
Slide 42: Abry Partners overview
Abry Partners overview • Founded in 1989, Abry Partners (“Abry”) is a sector-focused private equity firm investing primarily in media, communications, software, and business and information services companies • Completed over $82bn of investments involving over 550 properties • >55 investment profes
Slide 43: KORE: unique one stop shop IoT enabler
KORE: unique “one stop shop” IoT enabler What we do… How we do it… CaaS • Connectivity-as-a-Service (CaaS) delivering global connectivity to our customers in 190+ countries • eSIM capability providing secure out of the box connectivity to support IoT use cases • Core Network-as-a-Service (CNaaS) fac
Slide 44: Highly attractive financial profile
Highly attractive financial profile Projected Revenue 2021P 2022P 2023P 2024P Managed Connectivity IoT Solutions Projected Adj. EBITDA & Margin ($ in millions) 2021P 2022P 2023P Note: Financials represent KORE’s projections through 2025E developed for the purposes of this presentation
Slide 45: Accelerating momentum in sales activity
Accelerating momentum in sales activity TCV of New Business Wins1 TCV of Opportunities Created1 $ in millions) (1) TCV estimates include wins and opportunities created from new logos and scope expansions at existing customers
Slide 46: Pro forma capitalization
Pro forma capitalization ($ in millions) Summary Capitalization Pro Forma Leverage Pre-Transaction Pro Forma Pre-Transaction Pro Forma Total Senior Debt $ 304 Total Senior Debt $ 254 Total Cash (10) Total Cash (143) Net Debt $ 294 Net Debt $ 110 • Pre transaction net debt of 4.4x lowered to 1.7x pos
Slide 47: Pro forma EBITDA
Pro forma EBITDA ($ in millions) Net Loss Change in fair value of warrant liabilities Tax Expense Interest expense, net Depreciation and amortization Impairment Taxes Pro forma EBITDA Pro forma EBITDA, Integron Stock based compensation (including payroll taxes) Foreign exchange Impact of carrier lia
Slide 48: Select Risk Factors for PIPE Investors
Select Risk Factors for PIPE Investors These Risk Factors are being provided to certain sophisticated institutional investors for potential investment in Cerberus Telecom Acquisition Corp. (“CTAC”) as part of a proposed business combination between KORE Wireless Group, Inc. (“KORE”) and CTAC pursuan
Slide 49: Select Risk Factors for PIPE Investors (Cont'd)
Select Risk Factors for PIPE Investors (Cont’d) • the Company’s dependence on cellular carrier networks as the base layer for its IoT connectivity network services, and its ability to maintain good relationships and favorable terms and conditions with these cellular network carrier vendors; • the Co
Slide 50: Important Information and Where to Find It
Important Information and Where to Find It This communication is being made in respect of the proposed merger transaction involving CTAC and KORE. CTAC and Pubco intend to file a registration statement on Form S-4 with the SEC, which will include a proxy statement of CTAC and a prospectus of Pubco,