Grove Collaborative Holdings, Inc. · NYSE:GROV

Grove Collaborative — Virgin Group Acquisition Corp. II — SPAC Merger (December 2021)

44 slides from Grove Collaborative's SPAC merger presentation, Dec 8, 2021

  1. Slide 1: All Hands

    All Hands Wednesday, December 8th COLLABORATIVE

  2. Slide 2: An Exciting Milestone!!!

    GR O VE C OLLABOR A TIVE C ONFIDENTIAL An Exciting Milestone!!!

  3. Slide 3: Congratulations and THANK YOU!

    GR O VE C OLLABOR A TIVE C ONFIDENTIAL Congratulations and THANK YOU!

  4. Slide 4: Forward-Looking Statements

    GROVE COLLABORATIVE C ONFIDENTIAL Forward - Looking Statements Certain statements included in this Presentation are not historical facts but are forward - looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward -

  5. Slide 5: Agenda

    Image Here *Cover gray box A g en d a 1. Why we’re going public (Stu) 2. Partnering with Virgin Group (Stu) 3. SPAC vs. Traditional IPO (Stu) 4. Estimated timeline (Janae) 5. What this means for you (Delida) 6. Communication Guidelines (Delida) 7. Resources & additional information (Delida) GROVE CO

  6. Slide 6: Why we're going public

    Image Here *Cover gray box Why weʼre going public Allows us to build on our position as the leading sustainable consumer products company transforming the industry into a force for human and environmental good Awesome opportunity to partner with a major consumer brand, that shares our mission to dis

  7. Slide 7: What This Means For You

    What This Means For You

  8. Slide 8: Why Virgin

    GROVE COLLABORATIVE C ONFIDENTIAL Why Virgin We were impressed with the heritage of Virgin Group Virgin Group’s mission to change business for good - to “create unique customer experiences, challenge the status quo and champion people and the planet” - aligns with Grove’s values Virgin is known for

  9. Slide 9: SPAC vs. Traditional IPO

    GROVE COLLABORATIVE Image Here *Cover gray box SPAC vs. Traditional IPO Considered both paths What is a SPAC? ● Special Purpose Acquisition Company (SPAC) that is already listed on the New York Stock Exchange ● Formed for the sole purpose of combining with an operating business like ours to help acc

  10. Slide 10: Approximate Timeline

    GROVE COLLABORATIVE C ONFIDENTIAL March - May Merger Close (exact timing TBD) 2022 Approximate Timeline December - February 2021 / 2022 SEC Filing

  11. Slide 11: Your Role

    Image Here *Cover gray box Your Role ● No planned executive, team or reporting structure changes ● Mission and OKRs remain the same ● Continue to execute against your initiatives! GROVE COLLABORATIVE

  12. Slide 12: Compensation + Benefits

    Image Here *Cover gray box Compensation + Benefits Ɣ Base pay and benefits remain the same Ɣ Equity awards (options and RSUs) will be converted into equity awards in the combined public entity. Ɣ Employee equity information sessions more information to be shared in upcoming compensation sessions! Ɣ We

  13. Slide 13: Things to keep in mind

    Things to keep in mind GROVE COLLABORATIVE C ONFIDENTIAL Stay grounded Continue executing Be aware of financial friends soliciting advice or services Do not trade VGII stock or warrants We’re in this together! We will continue to update the team through a series of info sessions: Updates on process,

  14. Slide 14: Our Brand Values

    Our Brand Values: We are still the same company as ever. GROVE COLLABORATIVE C ONFIDENTIAL At Grove Collaborative, weʼre making change, which means our values live out in the world. These arenʼt just words; they embody the actions weʼre taking to make our mission a reality. This is what makes us Gro

  15. Slide 15: Communication Guidelines

    Com m uni c ation Guidelines

  16. Slide 16: Why Communications will Change

    Why Communications will Change GROVE COLLABORATIVE C ONFIDENTIAL We are all becoming investors in a public company ● Public companies are governed by SEC regulations, disclosure must be made to all investors at the same time. ● This means you (our employees) must be treated as investors with regard

  17. Slide 17: Communications Guidelines

    Communications Guidelines GROVE COLLABORATIVE C ONFIDENTIAL It is critical to avoid talking about Grove beyond what is in the Press Release and its potential transaction outside of those who are aware of the potential transaction internally and externally. If you see a speculative news story regardi

  18. Slide 18: Communications Guidelines | DO

    Communications Guidelines | DO GROVE COLLABORATIVE C ONFIDENTIAL 1. DO refer to published FAQ in response to transaction related questions 2. DO be mindful that the transaction has not closed, and until it does Grove will continue to operate as a private wholly independent company 3. DO keep executi

  19. Slide 19: Communications Guidelines | DO NOT

    Communications Guidelines | DO NOT GROVE COLLABORATIVE C ONFIDENTIAL 1. DO NOT communicate with any media or investors about the transaction 2. DO NOT share private information about the transaction on social media or with friends/family 3. DO NOT allow the transaction to become a distraction 4. DO

  20. Slide 20: Resources

    R es o u r c es GROVE COLLABORATIVE C ONFIDENTIAL Got questions? Read our FAQ ● For press inquiries: PR@grove.co ● For employee stock questions: futureIPO@grove.co ● **We will answer questions that we can legally answer. Some answers may be delayed due to timing with public disclosures. Reminder! If

  21. Slide 21: We are just getting started. Let's go!!!

    We are just getting started. Letʼs go!!!

  22. Slide 22: DEAD: Previous Version

    DEAD: Previous Version

  23. Slide 23: All Hands

    Image Here *Cover gray box All Hands Wednesday, December 8th

  24. Slide 24: A big day!!!

    A big day!!! 24

  25. Slide 25: Congratulations and THANK YOU!

    Congratulations and THANK YOU! 25

  26. Slide 26: Forward-Looking Statements

    Forward - Looking Statements Certain statements included in this Presentation are not historical facts but are forward - looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward - looking statements generally are

  27. Slide 27: Agenda

    Agenda 27 ● Why we’re going public (Stu) ● Partnering with Virgin Group (Stu) ● SPAC vs. Traditional IPO (Stu) ● Estimated timeline (Phil) ● What this means for you (Delida) ● Communication Guidelines (Delida) ● Resources & additional information (Delida)

  28. Slide 28: Why we're going public

    Why we’re going public 28 ● Awesome opportunity to partner with a major consumer brand, that shares our mission to disrupt and innovate existing industries ● Allows us to build on our position as the leading sustainable consumer products company transforming the industry into a force for human and e

  29. Slide 29: Why Virgin

    Why Virgin 29 ● We were impressed with the heritage of Virgin Group ● Virgin Group’s mission to change business for good - to “create unique customer experiences, challenge the status quo and champion people and the planet” - aligns with Grove’s values ● Virgin is known for shaking up the status quo

  30. Slide 30: SPAC vs. Traditional IPO

    SPAC vs. Traditional IPO 30 ● Considered both paths ● What is a SPAC? ○ Special Purpose Acquisition Company (SPAC) that is already listed on the New York Stock Exchange ○ Formed for the sole purpose of combining with an operating business like ours to help accelerate its growth ● Faster process

  31. Slide 31: Approximate Timeline

    Approximate Timeline December - February 2021/ 2022 31 SEC Filing March - May Merger Close (exact timing TBD) 2022

  32. Slide 32: What This Means For You

    What This Means For You 328

  33. Slide 33: Your Role

    Your Role 33 ● No planned executive, team or reporting structure changes ● Mission and OKRs remain the same ● Continue to execute against your initiatives!

  34. Slide 34: Compensation + Benefits

    Compensation + Benefits 34 ● Base pay and benefits remain the same ● Employee equity at a high level ( more information to be shared in upcoming compensation sessions !) ○ Equity awards (options and RSUs) will be converted into equity awards in the combined public entity. ● We appreciate your patien

  35. Slide 35: Things to keep in mind

    Things to keep in mind 35 ● Stay grounded ● Continue executing ● Be aware of financial friends soliciting advice or services ● Do not trade VGII stock or warrants ● We’re in this together! We will continue to update the team through a series of info sessions: ○ Updates on process, timing, financial/

  36. Slide 36: Moving forward & Our Values

    36 Moving forward & Our Values At Grove Collaborative, we’re making change, which means our values live out in the world. These aren’t just words; they embody the actions we’re taking to make our mission a reality. This is what makes us Grove. ● (1) We create the best products - We are relentless ab

  37. Slide 37: Communication Guidelines

    Comm uni c ation Guidelines 37

  38. Slide 38: Why Communications will Change

    Why Communications will Change 38 ● We are all becoming investors in a public company ● Public companies are governed by SEC regulations, disclosure must be made to all investors at the same time. ● This means you (our employees) must be treated as investors with regard to certain information. ○ Tha

  39. Slide 39: Communications Guidelines

    39 Communications Guidelines ● It is critical to avoid talking about Grove and its potential transaction outside of those who are aware of the potential transaction internally and externally. ● If you see a speculative news story regarding Grove’s transaction, you should under no circumstances comme

  40. Slide 40: Communications Guidelines

    40 Communications Guidelines 2 Lorem ipsum dolor sit amet nec at adipiscing Do 3 DO keep executing on you r day to day resp onsibilities DO ask questions through the proper channels: ● Your Manager ● futur eIPO@grove.co ● PR@grove.co 4 1 DO refer to published FAQ in response to transaction related q

  41. Slide 41: Communications Guidelines

    Communications Guidelines 2 Lorem ipsum dolor sit amet nec at adipiscing 3 DO NOT allow the transaction to become a distraction DO NOT speculate on potential listing and implications for stock price performance 4 Don’t 1 DO NOT communicate with any media or investors about the transaction 2 DO NOT s

  42. Slide 42: Resources

    Resources 42 ● Got questions? Read our FAQ here ● For press inquiries: PR@grove.co ● For employee stock questions: future IPO@grove.co ○ **We will answer questions that we can legally answer. Some answers may be delayed due to timing with public disclosures. Reminder ! If you plan to speak publicly,

  43. Slide 43: THANK YOU

    THANK YOU 43

  44. Slide 44: Slide 44

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