Shf Holdings, Inc. · NASDAQ:SHFS

Shf — Safe Harbor Financial — SPAC Merger (February 2022)

41 slides from Shf's SPAC merger presentation, Feb 14, 2022

  1. Slide 1: February 2022

    February 2022 © Confidential & Proprietary Hutton

  2. Slide 2: Disclaimers

    Disclaimers NOTICE TO RECIPIENTS This confidential presentation (this “Presentation”) has been prepared solely for general informational purposes by Northern Lights Acquisition Corp. (the “Company,” “we,” “us” or “our"), and is being furnished solely for use by prospective participants in considerin

  3. Slide 3: Disclaimers

    Disclaimers Neck INS, statements include, but are not limited to: (i) changes in general business, industry or economic conditions, or competition; (ii) changes in any applicable law, rule, regulation, policy, guideline, or practice governing or affecting financial services companies with respect to

  4. Slide 4: Today's Presenters

    Today’s Presenters Safe Harbor Financial Sundie Seefried Chief Executive Officer —4®PARTNER Chris Fameree Chief Financial Officer (2 DsG kh cp Pwe Cherry Bekaert” Note: Neither NLIT nor SHF are affiliated with the third parties referenced in this Presentation. 4 | © Confidential & Proprietary Paul P

  5. Slide 5: Transaction Overview

    Transaction Overview Key Highlights = Northern Lights Acquisition Corp. (“NLIT”) will be acquiring Safe Harbor Financial (“SHF”) at a purchase price of $185M? = Assumes approximately 38% cash payout to Partner Colorado Credit Union (“PCCU") and approximately 62% equity rollover = Safe Harbor Financi

  6. Slide 6: Northern Lights Acquisition Corp. Sponsor Background

    Northern Lights Acquisition Corp. Sponsor Background The Sponsor is an affiliate of Luminous Capital Inc. (“Luminous”), a U.S. / Canadian-based private equity firm with a team of industry experts that have managed operations from concept to public company exit, raised and deployed institutional capi

  7. Slide 7: 7 | © Confidential & Proprietary

    7 | © Confidential & Proprietary

  8. Slide 8: What is Constraining Access to Cannabis Financial Services?

    NORTHERN What is Constraining Access to Cannabis Financial Services? Rar NE Conflicting state and federal laws + Risk of federal prosecution, asset seizure or third-party punitive action + Limited protection available to financial institutions High risk and lack of “safe harbor” policy causes financ

  9. Slide 9: Safe Harbor Financial - It's Bigger than Banking

    Safe Harbor Financial - It’s Bigger than Banking One of the first financial institutions “al to provide access to reliable banking solutions for cannabis, hemp, CBD and ancillary operators, making at communities safer, driving growth in local economies and fostering long- term partnerships 9 | © Con

  10. Slide 10: Safe Harbor Financial at-a-Glance

    Safe Harbor Financial at-a-Glance MARBOR LN Eee, SHF is a financial services firm that serves the regulated cannabis industry and implements the highest standard of accountability, transparency, monitoring, reporting and risk mitigation measures while meeting BSA obligations in-line with FinCEN guid

  11. Slide 11: Pioneering the Cannabis Financial Services Industry

    Pioneering the Cannabis Financial Services Industry NsAee NE, FINANCTAL Safe Harbor Financial has built the industry standard cannabis banking platform while maintaining compliance through rigorous state and federal examinations. Launch uso Separate SHF from Cashless ATM Out-of-State i Internal Expa

  12. Slide 12: Leading Compliant Financial Services

    ° ° ° ° ° ASAFE NORTHERN Leading Compliant Financial Services BBOR [NI 2 es, Safe Harbor delivers industry-leading financial services alongside a proprietary turn-key software program to compliantly implement CRB bank accounts. Safe Harbor Services v SaaS-Based Client Onboarding Safe Harbor Private

  13. Slide 13: Robust Ecosystem

    Robust Ecosystem Safe Harbor Financial is playing an integral role in growing and supporting a healthier and more efficient cannabis financial services industry. Higher efficiency & strong compliance . ) protocols Additional A referrals from Lack of Alternative existing client Financing Solutions ne

  14. Slide 14: Investment Highlights

    Investment Highlights 14 | © Confidential & Proprietary AsAre PR HARBOR SSPSIRION (01) Proven Management Team with Deep Industry Expertise Uniquely Positioned in a Rapidly Growing and Fragmented Market Commercial Lending Platform Backed by Proprietary FinTech Software Targeted Strategy for Bolt-On A

  15. Slide 15: Proven Management Team With Deep Industry Expertise

    Proven Management Team With Deep Industry Expertise Sundie Seefried Chief Executive Officer Sundie Seefried is the CEO of Safe Harbor Financial and a 35- year veteran of the credit union industry. Sundie is considered a pioneer and proven leader in the cannabis financial services industry, providing

  16. Slide 16: Nationally Recognized CEO and Industry Thought Leader

    Nationally Recognized CEO and Industry Thoug “ THE CEO NACA ING wae Sundie Seefried Chief Executive Officer The New York q ears Fimes aa How A Cottage Industry Filled The Where Pot Entrepreneurs Go When Cannabis Banking Gap - Law360 the Banks Just Say No - The New York Times (nytimes.com) "The requi

  17. Slide 17: Investment Highlights

    Investment Highlights 17 | © Confidential & Proprietary AsAre PR HARBOR SSPSIRION Proven Management Team with Deep Industry Expertise Uniquely Positioned in a Rapidly Growing and Fragmented Market Commercial Lending Platform Backed by Proprietary FinTech Software Targeted Strategy for Bolt-On Acquis

  18. Slide 18: Rapidly Growing and Fragmented Market

    Rapidly Growing and Fragmented Market Cannabis-related businesses are quickly scaling and require a safe commercial banking solution. 70,000+ CRBs 36 States Within Existing Cannabis Market With Medical Marijuana Programs Testing Labs 7 States 18 States $45B+ Sales ie Vertically Integrated Approved A

  19. Slide 19: Uniquely Positioned to Capture National Market Share

    Uniquely Positioned to Capture National Market Share Asse DN oe, Safe Harbor has established continued growth which will be further compounded by geographic expansion and industry growth. Safe Harbor Realized Tremendous Growth Opportunity Before the Rush to Cannabis Legalization Stage 4 As the secto

  20. Slide 20: Safe Harbor Deposits Snapshot

    Safe Harbor Deposits Snapshot Assre | ee, Safe Harbor has showed continued strong deposit growth which will be further fueled by removing Credit Union restrictions. w Consistently growing deposits and further account ‘ Deposits continued to grow during COVID-19 market growth expected with Safe Harbo

  21. Slide 21: Investment Highlights

    Investment | © Confidential & Proprietary somen NeE5h om Proven Management Team with Deep Industry Expertise Uniquely Positioned in a Rapidly Growing and Fragmented Market Commercial Lending Platform Backed by Proprietary FinTech Software Targeted Strategy for Bolt-On Acquisitions and Growth Initiat

  22. Slide 22: A New Wave of Capital for the Cannabis Industry

    22 | © Confidential & Proprietary A New Wave of Capital for the Cannabis Industry Safe Harbor is able to deploy debt at industry leading rates alongside lower cost of capital than other industry participants through leveraging its balance sheet and growing customer base.

  23. Slide 23: Commercial Lending Opportunity in the Cannabis Industry

    Commercial Lending Opportunity in the Cannabis Industry Peace NE Safe Harbor Financial is one of the first providers of debt at commercial lending rates establishing long-term market share of operators while maintaining compelling yields. Current Lending Market Safe Harbor Financial * Raises equity

  24. Slide 24: SHF Lending: Why SHF Can Loan More, For Less

    SHF Lending: Why SHF Can Loan More, For Less Current Cannabis Lenders SHF Lending (>) Funding of lending programs off account balances vs. capital markets Funding of lending programs required from capital markets vs. balance sheet (>) Low cost of capital allows for broad portfolio of loan types / is

  25. Slide 25: SHF Lending Program - Industry Leading Compliance Meets High Yield Lending

    SHF Lending Program - Industry Leading Compliance Meets High Yield Lending Loan Pipeline 550+ Existing sil Robust Third-Party — Industry Leading Loan SHF Clients a ney. Origination — Origination Portfolio Additional Pipelines Underwriting 7 BSA onboarding procedures intentionally designed Commercial

  26. Slide 26: Safe Harbor Loan Pipeline

    Safe Harbor Loan Pipeline ASAFE Rye HORROR LN corstitoy Safe Harbor began lending to select clients through PCCU in 2021 and is poised to execute on its existing pipeline alongside a robust funnel of additional financing opportunities through Luminous Capital and additional opportunities. SHF Existi

  27. Slide 27: Proposed Structure Unlocks SHF's Full Growth Capability

    Proposed Structure Unlocks SHF’s Full Growth Capability The proposed transaction structure? allows Safe Harbor Financial to operate as an independent entity from PCCU, removing balance sheet constraints and unlocking lending capabilities. Existing Constraints Imposed by PCCU’s Majority Ownership Pro

  28. Slide 28: The Lifetime Value of Safe Harbor Customers

    The Lifetime Value of Safe Harbor Customers Asare Nee, SHF has a customer base of over 550 accounts and growing with the ability to generate substantial income throughout the lifespan of each customer relationship. We Estimate the Lifetime Value of Each Customer to be $10M+ Key Value Metrics 01 Safe

  29. Slide 29: Investment Highlights

    AsAre PR HARBOR SSPSIRION Proven Management Team with Deep Industry Expertise Uniquely Positioned in a Rapidly Growing and Fragmented Market Investment Highlights Commercial Lending Platform Backed by Proprietary FinTech Software 29 | © Confidential & Proprietary (Hutton

  30. Slide 30: Growth Opportunities Across the FinServ Value Chain

    Growth Opportunities Across the FinServ Value Chain pea The SHF platform is uniquely positioned for additional acquisition opportunities in highly regulated industries and subsectors. Virtual Currency Treasury Services Insurance & Data Analytics Brokerage a Servi Key Areas for Strategic ervices Grow

  31. Slide 31: Strategic Partners

    Strategic Partners Asses Nl ee. Fully vetted and recognized for their deep expertise, SHF’s network of strategic partners helps businesses optimize operations and supports their long-term growth. CanPay The world’s first debit payment app . aN CanPay, for cannabis retailers - and other emerging indu

  32. Slide 32: Building the Cannabis Financial Services Ecosystem

    Building the Cannabis Financial Services Ecosystem AssFr Een, s Cannabis companies do not currently have access to an all-encompassing financial services solution. SHF is positioned to capture customers and increased market share by providing the entire services ecosystem, creating massive economic

  33. Slide 33: Investment Highlights

    Investment Highlights 33 | © Confidential & Proprietary AsAre PR HARBOR SSPSIRION Proven Management Team with Deep Industry Expertise Uniquely Positioned in a Rapidly Growing and Fragmented Market Commercial Lending Platform Backed by Proprietary FinTech Software Targeted Strategy for Bolt-On Acquis

  34. Slide 34: High Barriers Limit New Entrants to the Cannabis Financial Services Market

    High Barriers Limit New Entrants to the Cannabis Financial Services Market Legal Environment Regulatory Pressure An uncertain legal environment at the federal level poses a challenge to new entrants. Without an established system of measures and protocols in place, competitors are at a severe disadv

  35. Slide 35: SAFE Banking & FinCEN Guidelines

    SAFE Banking & FinCEN Guidelines MsaFe Nee, Providing financial services to CRBs revolves around their Bank Secrecy Act (“BSA”) obligation similar to other high-risk businesses rather than an issue through The Financial Crimes Enforcement Network (“FinCEN”). v Cannabis Banking can be compared to oth

  36. Slide 36: Financials

    Financials 36 | © Confidential &

  37. Slide 37: SHF Presents a Compelling Investment Opportunity

    SHF Presents a Compelling Investment Opportunity pea NE Untapped Market Strong Growth Profile + High Margins Strong Cash Flow Opportunity in a Rapidly a Conversion Growing Sector Key Operating Assumptions © Forecasted ramp-up of new CRB and ancillary accounts opened per month driven by operational e

  38. Slide 38: Historical & Projected Financials

    Historical & Projected Financials AEGtisnON Pro Forma Revenue Projections Pro Forma Adj. EBITDA Projections Pro Forma Net Income Projections ($ in millions) ($ in millions) ($ in millions) | | [a | | “al mm — 2020A 2021E 2022E 2023E 2024E 2020A 2021E 2022E 2023E 2024E 75% CAGR 18.9 2020A 2021E 2022E

  39. Slide 39: Revenue Breakdown

    Revenue Breakdown Asses Nl ee. CRB Deposit & Activity Growth Loan Interest & Origination Income ($ in millions) ($ in millions) 25.9 17.8 0.8 2.0 2021E 2022E 2023E 2024E 2020A 2021E 2022E 2023E 2024E ™CRB Deposit Fees CRB Activity Fees Loan Interest Income Loan Origination Income Investment Interest

  40. Slide 40: Comparable Company Analysis - Financial Benchmark

    Comparable Company Analysis - Financial Benchmark MSAFE |S, EV / 2023E Revenue Mean: 5.7x 19.8x ' 1 : 1 73x 5.0x ' Yd ! 18x 17x 3.2x 16x | | ! — — i — ; Asare ' = HARBOR (wsesans— eehnony = Newtake EV / 2023E EBITDA Mean: 13.8x 42.5x @ 3 g SKAGRIFY crake Note: Neither NLIT nor SHF are affiliated wit

  41. Slide 41: Hutton

    Hutton & Proprietary © Confidential 41

Safe Harbor Financial — SPAC Merger (February 2022) on 6ix