Phunware, Inc. · NASDAQ:PHUN

Phunware — SPAC Merger (April 2018)

30 slides from Phunware's SPAC merger presentation, April 2018

  1. Slide 1: Investor Presentation

    Investor Presentation April 2018

  2. Slide 2: Disclaimer and Important Notices

    Disclaimer and Important Notices This Investor Presentation (the “Investor Presentation”) is for informational purposes only and does not constitute an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase any equity, debt or other financial instruments of Phunware, Inc.

  3. Slide 3: Parties to the Business Combination

    Parties to the Business Combination  Stellar Acquisition III, Inc. (“Stellar”, NASDAQ: STLR), a special purpose acquisition  Phunware, Inc. (“Phunware” or the “Company”) is the only fully integrated software company (SPAC), completed a $70.4 million IPO(1) in September 2016 platform that equips Fo

  4. Slide 4: Top-Tier Investors and Customers

    Top-Tier Investors and Customers Investors Indicative Customers by Industry Aviation Gaming Healthcare Media & Ent. Retail Real Estate Sports 6 Financing Rounds Raised >$100 million Global investor and customer base provides unmatched distribution for Phunware’s platform 4 © 2018 Phunware, Inc.

  5. Slide 5: Phunware Executive Team

    Phunware Executive Team Alan S. Knitowski Randall Crowder Matt Aune Luan Dang Tushar Patel Matt Lindenberger CEO, Phunware COO, Phunware CFO, Phunware CTO, Phunware EVP Corporate VP Engineering, Phunware Development, Phunware Founder and CEO, Vovida Co-Founder and Managing Global Technology Finance

  6. Slide 6: Board of Directors – Post-Transaction

    Board of Directors – Post-Transaction Executive Director Independent Directors Four (4) additional Directors to be nominated by Phunware, at least two (2) of which will be independent Directors under Nasdaq requirements (selection in process) Alan S. Knitowski Prokopios (Akis) Tsirigakis George Syll

  7. Slide 7: Transaction Overview

    Transaction Overview  Phunware has signed a definitive agreement to merge with a newly-formed subsidiary of Stellar (NASDAQ: STLR)  Existing Phunware security holders will receive a total of $301 million in equity consideration (subject to adjustment for Phunware’s cash and debt), with Phunware st

  8. Slide 8: Pro Forma Capitalization and Ownership

    Pro Forma Capitalization and Ownership ($ and shares in millions) Proposed Sources Pro Forma Ownership (Diluted)(3)(4) Shares % Ownership (1) Rollover Equity $301.0 Phunware Shareholders 29.1 76.1% (2) SPAC Cash in Trust (2)(3) 71.6 Stellar Shareholders 9.1 23.9% Expected Phunware Cash at Closing 1.

  9. Slide 9: Attractive Valuation Relative to Peers

    Attractive Valuation Relative to Peers EV / 2018E Revenue Implied Share Price: $17.12 Arbitrage: 71% Mean: 9.7x ~42% discount to public peers 5.5x 5.7x 8.6x 8.6x 15.7x 11.6x 6.7x 10.6x 10.7x 8.0x 6.7x PHUN - TGE PHUN PFPT ZEN MULE OKTA TWLO COUP AYX APPF TLND (w/ TGE) (w/o TGE) EV / 2019E Revenue Me

  10. Slide 10: Attractive Growth Relative to Peers

    Attractive Growth Relative to Peers 2017 – 2018E Revenue Growth (Organic) Mean: 32% 128% 117% 35% 31% 40% 34% 28% 23% 36% 26% 36% PHUN1 PHUN2 PFPT ZEN MULE OKTA TWLO COUP AYX APPF TLND (w/ TGE) (w/o TGE) 2018 – 2019E Revenue Growth (Organic) Mean: 28% 39% 36% 28% 28% 31% 32% 23% 24% 32% 23% 28% PHUN

  11. Slide 11: Transformational Market Opportunity

    Transformational Market Opportunity  The Internet is undergoing a transformational wave driven by rapid data decentralization  The way data is gathered, stored, and shared is changing as consumers and marketers become more wary of walled gardens  Consumers are seeking self-sovereignty, or control

  12. Slide 12: Massive Addressable Market

    Massive Addressable Market APPLICATIONS MEDIA AND DATA CRYPTOCURRENCY 175 billion app downloads annually(1) Users spend 66% of online time on mobile Global cryptocurrency market cap currently (+60% since 2015) devices(2) $369 billion(4) $86 billion in worldwide mobile app Mobile advertising revenue

  13. Slide 13: The Phunware Multiscreen as a Service (MaaS) Platform

    The Phunware Multiscreen as a Service (MaaS) Platform APPLICATIONS MEDIA AND DATA CRYPTOCURRENCY Fortune 500 customer base Global mobile footprint Self-sovereign identity Over 5,000 apps deployed Platform touches 1 in 10 devices worldwide Decentralized data Embedded within core customer business 2+

  14. Slide 14: The Phunware MaaS Platform (cont’d)

    The Phunware MaaS Platform (cont’d) Application Portfolio Branded Mobile Applications Services WWE, CW, Fox, Revolt, NBC Sports, NASCAR, Etc. Aviation Healthcare Sports (Airports) (Hospitals / Health Systems) (Stadiums / Arenas) Vertical Application Solutions Retail Real Estate Other (Malls / Shoppi

  15. Slide 15: Mobile Application Lifecycle Management

    Mobile Application Lifecycle Management STRATEGIZE Application experience definition: devices, operating systems, feature sets and use cases DISTRIBUTE + MONETIZE 1 BILLION CREATE Data-driven value exchange Application portfolio completion: build, active devices buy or lease LAUNCH Application disco

  16. Slide 16: Global Reach and Scale

    Global Reach and Scale 2,130 1 in 10 1,500 Platform touches 1 in 10 devices globally 1,200 1000s of applications launched 1,000 5TB (terabytes) of daily data generated 800 330 250 Monthly Active Users (MAU) in millions Source: Statista, 2018 16 © 2018 Phunware, Inc.

  17. Slide 17: Customer Highlights

    Customer Highlights Dignity Health Compass NBC Live: Olympic Games • Phunware vertical solution • Develop, manage and support application uses Wi-Fi and streaming capabilities for 500+ beacons to help patients, hours of live Olympics content visitors, employees, (vs. 200 across all TV networks) phys

  18. Slide 18: Customer Highlights (cont’d)

    Customer Highlights (cont’d) FOX NOW Brickell City Centre (BCC) • Develop, manage and • iOS and Android app for billion- support application dollar mixed-use development portfolio for streaming full using Phunware vertical solution episodes of FOX, FX, FXX and platform SDKs Originals and National •

  19. Slide 19: Growth Strategy

    Growth Strategy Organic Growth Strategy Inorganic Growth Strategy  Expand mobile products and services  Continue to identify, target and acquire value-  Deepen existing customer relationships and aggressively enhancing platforms – Phunware is an experienced expand customer base through direct and

  20. Slide 20: PhunCoin: a Real Token with Real Utility

    PhunCoin: a Real Token with Real Utility PHUN  Phunware intends to raise capital via a token generation event (TGE) and launch PhunCoin − Secure, transparent and incentive-based way to connect businesses and target consumers directly − Neutralizes centralized intermediaries such as Facebook and Goo

  21. Slide 21: PhunCoin Value Exchange

    PhunCoin Value Exchange PHUN Without PhunCoin Disruptive Consumer With PhunCoin Brands leverage consumers’ data without Empowerment Consumers, publishers and brands share and compensating them consume data in a value-based exchange Etc. Consumers Consumers DATA DATA DATA • Can download the PhunCoin

  22. Slide 22: PhunCoin Leverages Phunware’s Enormous Ecosystem

    PhunCoin Leverages Phunware’s PHUN Enormous Ecosystem PhunCoin Market Opportunity PhunCoin Benefits  Today, the system allows intermediaries such as  PhunCoin will be a secure, transparent, and Facebook and Google to profit from consumer incentive-based way to connect brands and data provided to t

  23. Slide 23: PhunCoin Token Ecosystem

    PhunCoin Token Ecosystem PHUN PhunCoin Platform PhunCoin Data Exchange  Will allow registration of  Will enable payments The PhunCoin data exchange will store sovereign identity and hosts from app developers to segments and data created from PhunCoin wallet their end users for data users, will man

  24. Slide 24: Financial Highlights and Estimates

    Financial Highlights and Estimates Revenue Mix Backlog (Fiscal year ending December 31; $ in millions) $140 SaaS $120 Media/DaaS $117 $6 2017 $8.4M Backlog: Deferred $100 Tokens Service Fees $27.8M Revenue $85 $6 $52 $80 $61 $60 $3 $39 $40 $35 $27 $59 2018 $18.7M $20 $10 $40 Backlog: Deferred $55.4M

  25. Slide 25: Financial Model Inputs

    Financial Model Inputs $16M 2017 2018 Ending Ending 2018 Revenue Backlog Backlog $61M(1) $12M $28M $26M $55M SaaS $14M Revenue $35M 2018 Media and Bookings $35M DaaS Revenue $88M $39M © 2018 Phunware, Inc. 25 (1) Over 90% of revenue derived from recurring multi-year software and data subscriptions (

  26. Slide 26: SaaS Metrics

    SaaS Metrics Annual Contract Value ARR $234K $15.9M $203K $11.0M $11.2M $131K 2015 2016 2017 2015 2016 2017 Average Contract Length 2015 12.8 months LTV:CAC 2016 15.9 months >6.0 2017 19.9 months 26 © 2018 Phunware, Inc.

  27. Slide 27: Investment Highlights

    Investment Highlights  Pioneering Multiscreen as a Service (MaaS) platform, the only fully integrated software platform that equips the Fortune 500 to engage, manage and monetize their mobile application portfolios globally at scale World Scale  Provides everything brands need to create “sticky” e

  28. Slide 28: Appendix

    Appendix 28 © 2018 Phunware, Inc.

  29. Slide 29: Resources and Geography

    Resources and Geography CANADA 84 1 NEWPORT BEACH 53 TOTAL: 178 30 SAN DIEGO MIAMI 75 REMOTE AUSTIN 9 33 9 26 LONDON 1 12 14 9 OTHER CREATIVE QA / QC OPS SALES PROD & MKT & ENG 29 © 2018 Phunware, Inc.

  30. Slide 30: Intellectual Property Summary

    Intellectual Property Summary ISSUED PATENTS PENDING PATENTS 1. Method and System for Accessing Wireless Account Information (Patent 1. System and Method for Leveraging Device Location for Targeting # 7,979,350) Hyper-Localized Mobile Advertisements (Application # 13/943,746) 2. Server-Side Wireless

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