Slide 1: Transforming Carbon. Making Products.
Transforming Carbon. Making Products. Where does your carbon come from? ©2022 LanzaTech, Inc. All rights1 reserved.
Slide 2: Disclaimer
Disclaimer The Presentation (Together with Oral Statements Made in Connection Herewith) This presentation (together with oral statements made in connection herewith, this "Presentation”) is for informational purposes only. This Presentation shall not constitute an offer to sell, or the solicitation
Slide 3: Disclaimer
Disclaimer The Presentation (Together with Oral Statements Made in Connection Herewith) If any of these risks materialize or AMCI‘s or LanzaTech's assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional
Slide 4: AMCI has Identified LanzaTech as a Market Leader in the CarbonTech Ecosystem
AMCI has Identified LanzaTech as a Market Leader in the CarbonTech Ecosystem Key Company Highlights Pro Forma Capital Structure1 Presenters Established CarbonTech company transforming carbon ◼ LanzaTech shareholders to roll over 100% of their emissions to sustainable materials and sustainable equity
Slide 5: LanzaTech Captures Carbon and Transforms it into Sustainable Products
LanzaTech Captures Carbon and Transforms it into Sustainable Products 5
Slide 6: From waste . . .
From waste . . .
Slide 7: . . . to products
. . . to products
Slide 8: Being CarbonSmart
Being CarbonSmart™ In a CarbonSmartTM world, carbon waste is transformed to nearly everything we use in our daily lives LanzaTech generates profitable ROIs for ~2 tons partners, accelerating adoption of CarbonSmart™ of CO2 removed per ton Products with CarbonSmart™ of CarbonSmartTM product made¹ $1T
Slide 9: LanzaTech's Unique Transformation Process
LanzaTech’s Unique Transformation Process THE LANZATECH PROCESS FERMENTATION FUELS STORAGE PROTEIN ELECTROLYSIS & INDUSTRIAL AGRICULTURAL DIRECT OFF-GAS & MUNICIPAL GASIFICATION COMPRESSION CLEAN UP SEPARATION AIR CAPTURE WASTE MATERIALS
Slide 10: Market Opportunity
I —_————— | Market Opportunity 4
Slide 11: Proven Technology at the Nexus of Two Mandated Markets
Proven Technology at the Nexus of Two Mandated Markets Industrial Consumer 12 $1 Gigatons of carbon Mandated Trillion Mandated emissions Addressable need to markets emitted1 Annual reduce Market² and emissions consumer demand ¹ Climate Watch, The World Resources Institute, Global Change Data Lab; da
Slide 12: Sustainable Aviation Fuels Market Opportunity
Sustainable Aviation Fuels Market Opportunity “SAFs are the only viable near-term option to decrease emissions in the aviation sector, as they are compatible with current aircraft engines and fueling infrastructure and can power flights with no distance limits” (McKinsey & Company) 1 Mandated Global
Slide 13: LanzaTech Provides a Profitable Pathway to Solving Heavy Industries' Carbon Problem
LanzaTech Provides a Profitable Pathway to Solving Heavy Industries’ Carbon Problem Ability to Use Carbon Profitable to Commercially Existing Captured / CO2 Emitter Available Addressing industrial Infrastructure Avoided carbon emissions while LanzaTech ✓✓✓ ✓✓✓ ✓✓✓ ✓✓✓ preserving trillions of dollars
Slide 14: Global Fortune 500 Partners Deploying LanzaTech's Technology
Global Fortune 500 Partners Deploying LanzaTech’s Technology Key Partners ~$800mm invested by world class partners deploying LanzaTech’s technology, resulting in expected product capacity of ~600,000 mtpa (200 million gallons/year) Shougang LanzaTech LanzaTech technology Additional plants under Comm
Slide 15: LanzaTech's Network of Trusted Investors and Partners
LanzaTech’s Network of Trusted Investors and Partners Range from Industrial Emitters to Aviation Companies and Consumer Brands Over $500M Raised from World Class Investors “We have worked with LanzaTech for several years, know their leadership team well and understand the potential of their technolo
Slide 16: Company and Technology Overview
2 Company and Technology Overview
Slide 17: LanzaTech Leadership
LanzaTech Leadership Who We Are Our DNA Jennifer Freya Burton Holmgren Chief Sustainability CEO & Director Officer Process Integration & Commercialization Sean Simpson Over 20 publications Julie Zarraga CSO, Co-Founder, and 200 patents VP, Engineering & Director Geoff Johanna Haggstrom Refining, Avi
Slide 18: Poised for Growth: 17 Years of Intellectual Property Development and Technology Commercialization
Poised for Growth: 17 Years of Intellectual Property Development and Technology Commercialization Market is Ready for LanzaTech Demonstrated market and LanzaTech recognized as regulatory need for carbon capture and decarbonization solutions transformation leader Innovate and Capitalize on Market Inf
Slide 19: Broad Technology Platform with Patent Protection Forms Competitive Moat
Broad Technology Platform with Patent Protection Forms Competitive Moat Downstream 100 Potential Upstream Core Synthetic Biology & Fermentation Product Portfolio Chemicals Identified Patents Patents Patents 3-hydroxypropionate Butyric acid 1,3-BDO Feedstocks and (R,S,mix) Chassis Strains Equipment D
Slide 20: LanzaTech Offers Carbon Negative Products Today
LanzaTech Offers Carbon Negative Products Today With Inevitable Improvement Over Time 89 Renewable Energy Sustainable Further reduces carbon intensity of Aviation Fuel LanzaTech process and products With LanzaJet g CO2e/MJ Process 14 LanzaTech with renewable energy Carbon Negative Feedstocks Fossil
Slide 21: LanzaJet: The Leading SAF Platform
LanzaJet: The Leading SAF Platform LanzaJet Overview Key Investors SAF from Complementary Carbon Technology to Emissions LanzaTech LanzaTech Patented Ownership 25%, Process and Path to Majority ASTM through IP Approved Contribution 21
Slide 22: Carbon Emissions to Sustainable Aviation Fuels
Carbon Emissions to Sustainable Aviation Fuels Abundant, Waste-based Low Cost Process Competitive Waste-to-SAF Solution Feedstock With opportunity to utilize existing ethanol supply today Ethanol Ethylene Jet Diesel Water Source: LanzaTech management 22
Slide 23: Net Zero Aviation
Direct Conversion of CO2 Net Zero Aviation requires closing the emissions cycle Direct conversion of CO2 to SAF is possible today Coupling direct CO2 conversion with Direct Air Capture fully closes the aviation fuel cycle 23
Slide 24: SAF Competitive Landscape
SAF Competitive Landscape Lowest Cost Process1 SAF Key Competitors Direct CO2 Feedstock Use High Potential Jet Yield (90%)2 Abundant Low- Significant competitive cost Feedstocks advantages from joint process Non-food Based Multiple Global Plants in Development 1 As compared to Gasification + Fischer
Slide 25: Synthetic Biology: LanzaTech's Toolkit to Redefine the Chemicals Industry
DRAFT Synthetic Biology: LanzaTech’s Toolkit to Redefine the Chemicals Industry Strain Construction AI and Modeling Automation LanzaTech is the first to unlock anaerobic microbes as chassis organisms and has a complete toolkit in house to engineer new products 25
Slide 26: Leading Synbio Company Transforming Waste to Products
Leading Synbio Company Transforming Waste to Products LanzaTech’s Differentiated Platform Allows it to Use Multiple Non-Food Feedstocks Why LanzaTech Market Product Microbe Commercial Feedstock Differentiated End-to-End Cap1 Identification Design Operations Capability 1 Capability ✓ ✓ ✓ $18.0B Enabl
Slide 27: Growth Opportunity
3 Growth Opportunity Le
Slide 28: LanzaTech CCT Commercial Deployment Status
LanzaTech CCT Commercial Deployment Status 2 Commercial Plants Operating, 7 Plants Scheduled to Complete Construction in 2022, and 7 Additional Plants in Engineering Operating Construction Engineering Feedstocks Represented Regions Represented Steel and MSW Refinery Biomass Biogas North Europe Asia
Slide 29: Global Impact
Global Impact Steel and MSW Refinery Biomass Biogas Ferroalloy Gas Gas 29
Slide 30: Current Engagements Represent ~$7.0bn Revenue Opportunity
Current Engagements Represent ~$7.0bn Revenue Opportunity1 7 Construction 7 Engineering 36 Feasibility Study 30 Active Customer Engagements with Positive Technoeconomic Analysis Results Source: LanzaTech Management Note: Based on all active projects in the pipeline advancing through each project dev
Slide 31: Co-Development Strategy Focused on Meeting Rapidly Growing Needs for CarbonSmart Materials and SAF
Co-Development Strategy Focused on Meeting Rapidly Growing Needs for CarbonSmart™ Materials and SAF ◼ LanzaTech has a committed co-development initiative to 800k MT (270 million gallons) deploy ~$85mm (~5% of total Potential supply for SAF and capital required for those CarbonSmartTM materials from
Slide 32: Key Investment Highlights
Key Investment Highlights LanzaTech will be the Clear track record first carbon capture and of successfully deploying patented carbon capture and transformation transformation company (CCT) technology driving revenue growth in a massive global TAM supported by macro tailwinds to go public enabling i
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Slide 34: Economics and Financial Overview
4 Economics and Financial Overview
Slide 35: Business Model
Business Model Integrated and Complementary Business Model Licensing of CCT Technology ◼ Combination of one-time and recurring revenues to deploy LanzaTech carbon capture and transformation (CCT) Joint Development & plants Contract Research Joint ◼ One-time revenues - equipment, ◼ Leverages LanzaTec
Slide 36: LanzaTech Unit Level Economics
LanzaTech Unit Level Economics One-Time Revenue / EBITDA ($ in millions) Recurring Revenue / EBITDA ◼ Each carbon capture and transformation plant generates a combination of both one-time and recurring cash flows to LanzaTech — One-Time Cash Flows: Engineering Services, Startup Services, and Equipme
Slide 37: Customer Unit Level Economics
Customer Unit Level Economics Expected Carbon Transformation Plant Economics ◼ Plant economics vary by region, feedstock, and chosen product Plant Level Data Production (mtpa / million gpy) 50,000 / 16.7 Potential avoided ◼ Economics are expected to be attractive for cost of $10mm plant sponsor, exc
Slide 38: Existing Revenue Generating Customers Provide Robust Near-Term Revenue Coverage
Existing Revenue Generating Customers Provide Robust Near-Term Revenue Coverage 2022E Revenue Visibility ($mm) 2023E Revenue Visibility ($mm) $ 219 Based on existing customers 2.0x coverage on remaining ~60% of revenue target $ 178 $ 76 2.4x coverage on remaining ~50% of revenue target $ 65 $ 69 $ 3
Slide 39: LanzaTech Projected Financial Profile
LanzaTech Projected Financial Profile ($ in millions) Revenue Projections Adjusted EBITDA Projections One-Time Revenue¹ $ 966 $ 426 Recurring Revenue² $ 701 $ 338 $ 251 $ 436 $ 183 $ 80 $ 53 $ 178 $ 629 $ 518 $ 26 $ 65 $ 23 $ 383 $(4) $2 $7 $ 155 $(44) $(38) $ 24 $ 58 2021E 2022E 2023E 2024E 2025E 2
Slide 40: Projected Need to Fund Growth
Projected Need to Fund Growth ($ in millions) Cash Flow Projections ◼ 2022 2022E 2023E 2024E 2025E 2026E Total Investment in carbon capture transformation plant rollout expected Cash Flow from Operations to accelerate growth CFO (excl. Working Capital) $(48) $(4) $ 65 $ 184 $ 328 $ 525 Net ∆ in Work
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Slide 42: Transaction Overview
5 Transaction Overview
Slide 43: Detailed Transaction Overview
Detailed Transaction Overview ~$1.8bn Enterprise Value | ~$125mm PIPE as of March 7, 2022 Transaction Highlights Process Description Sources and Uses ◼ AMCI II has ~$150mm cash held in trust Sources Uses Cash Sources SPAC Cash 2 $ 150 Equity Rollover 3 $ 1,817 ◼ PIPE of ~$125mm as of March 7, 2022 s
Slide 44: Identifying the Comparable Universe
Identifying the Comparable Universe: LanzaTech is a Global Leader in Sustainable Materials and Fuels Key Criteria for Defining Best Comps Comparable Universe ◼ Recognized adjacent industry leaders Synthetic Biology ◼ Huge addressable markets ◼ High-growth financial profile ◼ Disruptive technologies
Slide 45: Financial Benchmarking
Synthetic Biology Financial Benchmarking Sustainable Materials / Fuels Decarbonization Enablers 2025E EBITDA / Capital Expenditures | 2025E EBITDA Margins (0x, 51%) 40 % 35 % 30 % 2025E EBITDA Margin 25 % 20 % 15 % 10 % 5% 0% 0x 1x 2x 3x 4x 5x 6x 7x 8x 9x 10 x 2025E EBITDA / Capital Expenditures Sou
Slide 46: Peer Benchmarking
Peer Benchmarking Synthetic Biology Sustainable Materials / Fuels Relative EV / Revenue and EV / EBITDA Valuations Decarbonization Enablers EV / 2024E Revenue EV / 2025E Revenue Median Median Synthetic Biology 7.2 x Synthetic Biology 4.8 x 31.1 x Sustainable Materials/Fuels 7.3 Sustainable Materials
Slide 47: Fully Distributed Enterprise Value Sensitivities
Fully Distributed Enterprise Value Sensitivities ($ in millions) Enterprise Value / 2025E EBITDA 29.2x-33.2x Midpoint ∆: 330 % $ 8,309 15.4x-19.4x Midpoint ∆: $ 7,307 140 % 8.0x-12.0x $ 4,853 Midpoint ∆ 38 % $ 3,007 $ 3,851 $ 1,815 $ 2,005 Implied Transaction Value Sustainable Materials/Fuels Synthe
Slide 48: Pro Forma Ownership Analysis at Various Trading Prices
Pro Forma Ownership Analysis at Various Trading Prices ($ in millions, except per-share data) Share Price $6.00 $8.00 $10.00 $12.00 $14.00 $16.00 $18.00 $20.00 SPAC Public Shares 15 15 15 15 15 15 15 15 SPAC Public Warrants -- -- -- 0 1 2 3 3 SPAC Founder Shares 4 4 4 4 4 4 4 4 SPAC Founder Warrants
Slide 49: Appendix
6 Appendix 49
Slide 50: Consolidated Balance Sheet
Consolidated Balance Sheet (In Thousands, except share and per share data) As of December 31, 2020 Assets Current Assets: Cash and Cash Equivalents $ 60,909 Trade and Other Receivables, Net of Allowance Balance of $1,325 5,521 Contract Assets 6,064 Other Current Assets 3,973 Total Current Assets $ 7
Slide 51: Consolidated Statement of Operations and Comprehensive Loss
Consolidated Statement of Operations and Comprehensive Loss (In Thousands, except share and per share data) Year Ended December 31, 2020 Revenue: Revenue from Contracts with Customers $ 12,865 Revenue from Collaborative Arrangements 1,163 Revenue from Related Parties Transactions 4,752 Total Revenue
Slide 52: Consolidated Statement of Cash Flows
Consolidated Statement of Cash Flows (In Thousands) Year Ended December 31, 2020 Cash Flows from Operating Activities: Net Loss $ (39,691) Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities: Share-based Compensation Expense $ 2,392 Gain on Change in Fair Value of Warrant Liab
Slide 53: Consolidated Statement of Changes in Redeemable Convertible Preferred Stock and Shareholders' Equity (Deficit)
Consolidated Statement of Changes in Redeemable Convertible Preferred Stock and Shareholders’ Equity (Deficit) (In Thousands, except share data) Redeemable Convertible Accumulated Total Preferred Stock Common Stock Other Shareholders' Additional Accumulated Comprehensive Equity Shares Amount Shares
Slide 54: Concentration of Credit Risk and Other Risks and Uncertainties
Concentration of Credit Risk and Other Risks and Uncertainties Potential Risk from Revenues, Receivables and PP&E Outside of the United States ◼ Revenue generated from the Company’s customers outside of the United States for the year ended December 31, 2020 was approximately 14% ◼ As of December 31,
Slide 55: Disaggregated Revenue
Disaggregated Revenue (In Thousands, except share and per share data) Year Ended December 31, 2020 Contract Types: Joint Development Agreements1 $ 6,928 Other Contract Research 1,982 Research and Development Revenue $ 8,910 Licensing $ 1,567 Engineering and Other Services 8,303 Carbon Capture and Ut
Slide 56: LanzaTech NZ, Inc. Unaudited Estimated 2021 Summary Financial Information
LanzaTech NZ, Inc. Unaudited Estimated 2021 Summary Financial Information ($ in millions) Unaudited Estimated 2021 Summary Financial Information 2021E Revenues $25 to 27 Cost and Operating Expenses $(75) to (77) Loss from Operations $(48) to (52) Net Loss $(50) to (54) Adjusted EBITDA1 ~$(43) to $(4
Slide 57: Reconciliation of Net Loss to EBITDA and Adjusted EBITDA
LanzaTech NZ, Inc. Reconciliation of Net Loss to EBITDA and Adjusted EBITDA ($ in millions) Non-GAAP Reconciliations Reconciliation of Net Loss to EBITDA and Adjusted EBITDA 2021E Net Loss $(50) – (54) Depreciation Expense $4 EBITDA $(46) – (50) Stock-based Compensation Expense $3 Adjusted EBITDA $(
Slide 58: Risk Factors
Risk Factors Certain Factors may have a material adverse effect on our business, financial condition and results of operations. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties that we are unaware of, or that we currently believe are not m
Slide 59: Risk Factors (Cont.)
Risk Factors (Cont.) Even if we successfully develop process technologies that produce products meeting our industry partners’ specifications, the adoption of such process technologies by our industry partners may be delayed or reduced, or our costs may increase, due to customer qualification, negat
Slide 60: Risk Factors (Cont.)
Risk Factors (Cont.) We have identified material weaknesses in our internal control over financial reporting. These material weaknesses could continue to adversely affect the combined company's ability to report its results of operations and financial condition accurately and in a timely manner. If