VPCC and Dave urge investors, stockholders and other interested persons to read, when available, the preliminary proxy statement/prospectus included in the Form S-4 and, when available, the amendments thereto and the definitive proxy Source: Dave Management. Merger Agreement or could otherwise cause the transaction to fail to close; (v) the impact of the COVID-19 pandemic on Daves business and/or the ability of the parties to complete the Proposed Business Combination; (vi) the inability to engagement with core ExtraCash Dave Banking, product Insights, Side Insights, Side Hustle and Hustle and ExtraCash ExtraCash Recent bank revenue trends for Solving Crucial Daily Financial Direct Deposit cohorts suggest Pain Points Platform All references to Dave, we, us or our refer to the business of Dave Inc. and adversely impact the Proposed Business Combination. regulatory approvals, or the satisfaction of other conditions to closing in the Merger Agreement; (iv) the occurrence of any event, change, or other circumstance that could give rise to the termination of the Merger Agreement or could otherwise For example, in May 2020, we Any offering of securities (the Securities) will not be registered under the Securities Act of 1933, as amended (the Securities Act), and will be offered These forward-looking statements are subject to a number of risks and uncertainties, including (i) the occurrence of any event, change, or Learn More. 25th Annual Needham Growth Conference Presentation . 3Q22 Shareholder Letter 5.8 MB. Investor Day March 2022 Investor Presentation December 2021 Similar slides by Dave . In addition, they are subject to inherent limitations as they reflect the exercise of judgment by management about which expenses and income are excluded or included in determining these non-GAAP financial measures. Advisors, LLC, 150 North Riverside Plaza, Suite 5200, Chicago, IL 60606. Its . Investors should carefully consider the risks and uncertainties inherent in an investment in us and in the Securities, including those described below, before subscribing for the Securities. Dave Users have recorded in aggregate $300-400mm / year in fees from their legacy banks 8 in 2019 2020. Such persons can also read VPCCs final prospectus dated March 4, 2021 (SEC File No. ExtraCash ExtraCash Recent bank revenue trends for Solving Crucial Daily Financial Direct Deposit cohorts suggest Pain Points Platform upside over time on engagement and revenue Where weve been Where were going Since inception Dave Other Neobank Incumbent User Journey User Journey Bank User There can be no assurance that the Combined Companys common stock will be approved for listing on the NYSE or Nasdaq or that the Combined Company will be able to comply with the continued listing standards of the NYSE or 1 minute read. prohibit its current operations. Profit & Loss Highlight ($mm) 2018A 2019A 2020P 2021E 2022E 2023E or sell additional functionality and services to them, our revenue growth will be adversely affected. 2Disclaimer This presentation (together with oral statements made in connection herewith, this Presentation) is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation Stockholders will also be able to obtain copies of such documents by emailing vih3info@victoryparkcapital.com or by directing a request to VPCC secretary at c/o Victory Park Capital Advisors, LLC, 150 North Riverside Plaza, Suite not able to secure or successfully migrate client portfolios to a new bank partner or partners, we will not be able to conduct our business. Investor Relations. opinion or provided any other form of assurance with respect thereto for the purpose of this Presentation. Applications Submitted Income Generated by Dave Startup Employer in Through Side Hustle Users through Side Hustle Los Angeles (Forbes 2020) Source: Dave Management. training. This Presentation contains preliminary information only, is subject to change at any time and any such changes may be material, and, is not, and 3Disclaimer INDUSTRY AND MARKET DATA Although all information and opinions expressed in this Presentation, including market data and other statistical information, were obtained from sources believed to be reliable and are included in good faith, combined business. LOS ANGELES, March 02, 2023 (GLOBE NEWSWIRE) -- Dave Inc. (the "Company") (NASDAQ:DAVE, DAVEW)), one of the leading U.S. neobanks on a mission to build products that level the financial . connection with the Proposed Business Combination will be set forth in the proxy statement/prospectus for the Proposed Business Combination when available. This Presentation shall not constitute a solicitation as defined in Section 14 of immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Failure by us, or any of our business partners, to comply with applicable laws and regulations could have a material adverse effect on our business, financial position and results of operations. under the Securities Act. We are cooperating fully with all pending inquiries and investigations, any of which could lead to administrative or legal proceedings or settlements. thresholds (25% of all founder shares). Flexibility to invest more $124M marketing dollars with attractive returns over time Y1 Y2 Y3 Y4 Source: Dave Management projections. into the gig economy for extra help Existing bank relationship ~100- not helping 120mm Getting Living paycheck-to- HIPP-sters People paycheck By High Income, Paycheck to Paycheck Building credit financial information and data contained in this Presentation, such as EBITDA and EBITDA Margin, have not been prepared in accordance with United States generally accepted accounting principles (GAAP). Combination) and for no other purpose. 1 Gross profit is net of COGS which includes processor fees, bad debt expense net of recoveries, network fees, partner bank costs, debit funding fees, and charitable contributions. It is not intended to form the basis of any investment decision or any other decisions with respect to the Proposed Business Combination. for purposes of the proposed private placement financing (the Private Placement) as part of the proposed business combination of VPC Impact Acquisition Holdings III, Inc. (VPCC) and Dave Inc. (the Proposed Business other similar epidemics or adverse public health developments, including government responses to such events. transactions. Investors should consult with their counsel as to the applicable requirements for a purchaser to avail itself of 03/22. A SPAC raises capital through an initial public offering (IPO) for the purpose of acquiring an existing operating company. See Forward-Looking Statements paragraph above. 34. 24 slides. isolation or as an alternative to financial measures determined in accordance with GAAP. Our recent rapid growth, including growth in our volume of payments, may not be indicative of future growth, and if we continue to grow rapidly, we may not be able to manage our growth effectively. Neobanks: $75-100 10M Largest Neobanks: $125 Begin Bank Rollout 7M Side Hustle Rollout Scaled 1 ExtraCash Product Financial Management Tool Dave Registered Users 2017 2018 2019 2020 Source: Dave Management. regulations, may adversely affect our business, including our ability to consummate the Proposed Business Combination, and results of operations. Investors should be aware that they might be required to bear the final risk of their investment for an indefinite period of time. the Securities Exchange Act of 1934, as amended. 2 Includes $1.4mm of lease liabilities and excludes Credit Facility and receivables related to the ExtraCash product. proposed transactions between Dave and VPCC, and may differ significantly from and be more extensive than those presented below. Companys Securities, may decline. One of our wholly-owned subsidiaries, Dave OD Following the However, banking products made available through Dave by our bank partner remain subject to regulation and supervision The risks described below INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY Each of VPCC and Dave expressly disclaims any VPCC, VPCC may, in accordance with their terms, redeem your unexpired VPCC warrants prior to their exercise at a time that is disadvantageous to you. Note: Dave has not yet completed its 2020 1. before interest, tax and depreciation and amortization, and excludes the impact of stock-based compensation and EBITDA Margin is defined as EBITDA divided by revenue. decrease revenue) and, in the event of retroactive application of such laws, subject us to litigation or enforcement actions that could result in the payment of damages, restitution, monetary penalties, injunctive restrictions, or other sanctions, VPCCs nor Daves independent auditors have audited, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this Presentation, and accordingly, neither of them expressed an NO REPRESENTATION OR WARRANTY No representations or warranties, express or implied are given in, or in respect of, the accuracy or Dave Users have recorded in aggregate $300-400mm / year in fees from their legacy banks 8 in 2019 2020.1 Capital Raised / Users Acquired Dave: $6 Other The risks presented below are certain of the general risks related to the business of Dave, the Private Placement and the Proposed Business Combination, and such list is not exhaustive. The generally be identified by the use of words such as believe, may, will, estimate, continue, anticipate, intend, expect, The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in assurance with respect thereto for the purpose of this Presentation. LOS ANGELES, March 02, 2023 (GLOBE NEWSWIRE) -- Dave Inc. (the "Company") (Nasdaq: DAVE, DAVEW), one of the leading U.S. neobanks on a mission to build products that level the financial playing. Nothing herein should be construed as legal, financial, tax or other advice. The Proposed Business Combination or the Combined Company may be materially adversely affected by the recent COVID-19 outbreak. 06/21. EBITDA is defined as earnings before interest, tax and About; Careers; Help; Investors; Giving Back; FEATURES. The issuance of shares of the Combined Companys securities in connection with the Private Placement will substantially dilute the voting power of the Combined Companys stockholders. We transfer funds to our users daily, which in the aggregate comprise and/or competitive factors (xii) and those factors discussed in VPCCs final prospectus filed with the SEC on March 8, 2021 under the heading Risk Factors and VPCCs Quarterly Report on Form 10-Q for the three months ended We may not be able to scale our business quickly enough to meet our users If we were to become directly subject to banking regulations, our business model may need to be substantially altered and we may not be able to continue to operate our business as it is currently operated. involving our products may lead to customer disputed transactions, for which we may be liable under banking regulations and payment network rules. March 31, 2021 filed with the SEC on May 25, 2021 under the heading Risk Factors and other documents of VPCC filed, or to be filed, with the SEC, including those risk factors included in the proxy statement/prospectus contained in the 1 Affirm estimates showing fiscal year ending in June. The assumptions and estimates underlying such projected financial information are inherently uncertain completeness of this Presentation or any other information (whether written or oral) that has been or will be provided to you. Combined Company). 15 Initial investment in the form of $2 million convertible note in May 2018. FORWARD-LOOKING STATEMENTS All statements other than statements of historical facts contained in this Presentation are Securities must continue to be held unless a subsequent disposition is exempt from the registration requirements of the Securities Act. Note: Dave has not yet completed its 2020 audit and therefore all financial statement information for the year ended December 31, 2020 is 1 18 Based on third-party consumer research In a deal valued at $3.6B (4.9x 2022E revenue) VPCC is taking Dave, a Leading Banking App with 10 Million Customers, public. user feedback. expressly qualified in their entirety by the cautionary statements above. obligations could harm our business by resulting in litigation, fines, penalties, or adverse publicity and reputational damage that may negatively affect the value of our business, and compliance with such laws could also result in additional costs measured as connected bank accounts. uncertain, evolving and unsettled. The cost of responding to investigations can be substantial and an adverse resolution to an investigation, including a settlement or consent order, may have a material adverse effect on our business, financial position, and results of operations us are not the only ones we face. Investing in securities (the Securities) to be issued in connection with the Proposed Business Combination involves a high degree of risk. its consolidated subsidiaries. We operate in an uncertain regulatory environment and may from time to time be subject to governmental investigations or other inquiries by state, federal and local governmental authorities. banks Source: Dave Management. 13 1 Dave users have taken over 30mm of overdraft protection advances, typically avoiding ~$35 overdraft fee from Investing in securities (the Securities) to be issued in connection with the Proposed Business Combination shareholders, affiliates, representatives, partners, directors, officers, employees, advisers or agents be responsible or liable for any direct, indirect or consequential loss or loss of profit arising from the use of this Presentation, its The VPCC board has not obtained and will not obtain a third-party valuation or financial You should review the investors commissioned by Dave.Dave Other Neobank Incumbent User Journey User Journey Bank User Journey Frictionless access to a Walled Garden approach; can only access products with a variety of products in just 1 Ease of Access bank account Dave. The public and private warrants of VPCC are accounted for as and liabilities to Dave or inhibit sales of our products. Actual events and circumstances are difficult or impossible to All trademarks and brand names belong to their respective owners and do not represent endorsements of any kind. includes processor fees, bad debt expense net of recoveries, network fees, partner bank costs, debit funding fees, and charitable contributions.1 Gross Profit ($ in mm) % Margin Revenue ($ in mm) Transaction Revenue 45% 56% 62% 57% 59% 62% Service Sponsor Shares Implied Enterpise Value $3,563 1% Source: Dave management. undertakes certain compliance obligations. Stockholders will also be able to obtain copies of such documents by emailing vih3info@victoryparkcapital.com or by directing a request to VPCC secretary at c/o Victory Park Capital Mr. Meyer's SPAC, USHG Acquisition Corp. (ticker: HUGS) said Tuesday it would take the cash it raised earlier this year - a bit under $300 million - and invest in Panera Brands at the IPO price. Quarterly Report on Form 10-Q for the three months ended March 31, 2021 filed with the SEC on May 25, 2021 under the heading Risk Factors and other documents of VPCC filed, or to be filed, with the SEC, including those risk factors Proposed Business Combination. 12/21. 34 slides. those contained in the projected financial information. In addition, this furnished by Dave and VPCC, with the U.S. Securities and Exchange Commission (the SEC), including the documents filed or furnished in connection with the proposed transactions between Dave and VPCC. and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Forma Cash 1 87% Existing Dave Shareholders $389mm of net cash held on the pro forma balance sheet Capitalization PIPE Shareholders Implied Market Capitalization $3,951 SPAC Shareholders 5% 2 (-) Net Cash on Balance Sheet (389) 6% SPAC Dave Users have recorded in aggregate $300-400mm / 16 6 3 Maximum proceeds to select existing Dave Terms of Use Link4 Designed by Dave, not a bank. Margin 20% 38% 38% 27% 36% 40% Marketing Spend 5 23 38 61 124 187 EBITDA ($2) $6 $8 ($9) $12 $29 % Margin (11%) 8% 7% (5%) 3% 5% Source: Dave Management. 1 18 Based on third-party consumer research commissioned by Dave. avoiding ~$35 overdraft fee from their legacy bank. If the Proposed Business from their respective reviews of internal sources as well as the independent sources described above. completion of the Proposed Business Combination. intend, expect, should, would, plan, project, forecast, predict, potential, seem, seek, practices (which may increase our operating expenses and/or decrease revenue) and, in the event of retroactive application of such laws, subject us to litigation or enforcement actions that could result in the payment of damages, restitution, The loss of such key personnel could negatively impact the operations and financial results of the make no representation or warranty, express or implied, as to its accuracy or completeness. reformation of contracts, the refund of moneys, restitution, disgorgement or compensation for unjust enrichment, the payment of damages or other monetary relief, public notifications regarding violations, limits on activities or functions, 115 Across all relevant mobile platforms.Favorable Opinion of Each Brand Dave 42% 30% 73% Peer-to-Peer A 36% 32% 68% Peer-to-Peer B 30% 33% 63% Bank A 26% 29% 55% Bank B 25% 29% 54% Challenger 25% Reconciliations of such non-GAAP Largest Neobanks: $125 Begin Bank Rollout 7M Side Hustle Rollout Scaled 1 ExtraCash Product Financial Management Tool Dave Registered Users 2017 2018 2019 2020 Source: Dave Management. direct deposit Utilized over 30mm times since product launched in 2017 Improves budgeting and financial 1 $1B of overdraft fees saved management skills Source: Dave Management. All subsequent written and oral forward-looking statements concerning VPCC or Dave, the transactions described herein or other matters and attributable to VPCC, Dave or any person acting on their behalf are transactions globally since inception Differentiated High Growth FinTech Strong Track Record of Investing in FinTech Underpenetrated Market Executed over 60 FinTech transactions since inception Meaningful Barriers to NO OFFER OR SOLICITATION This Presentation relates to the financing of a portion of the Proposed Business Combination through a private placement of VPCCs Class A common stock. Changes in laws or regulations, or a failure to comply with any laws and understanding of user No visibility into users behavior over 30B Unsophisticated approach historical income and transactions; use Machine based on legacy 3 Data & Tech spending patterns; limits Learning to deliver fast and technology limitations, among other things. These forward-looking statements are provided for illustrative Combination when it becomes available. The financial services industry continues to be targeted by new laws or regulations in many jurisdictions, including the U.S. qualification under the securities laws of any such jurisdiction. Marketing) 4 13 29 58 87 113 EBITDA pre-Marketing $4 $29 $46 $52 $137 $216 % its entirety by disclosures contained in future documents filed or furnished by Dave and VPCC, with the U.S. Securities and Exchange Commission (the SEC), including the documents filed or furnished in connection with the proposed 68% Peer-to-Peer B 30% 33% 63% Bank A 26% 29% 55% Bank B 25% 29% 54% Challenger 25% 25% 50% Bank A Challenger 20% 28% 48% Bank B Very Favorable Somewhat Favorable 4.8 ~1M #1 1 Most Favored Brand App Store Rating Reviews in the Industry Source: Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. be completed. To the fullest extent permitted by law, in no See Forward-Looking Statements paragraph above. harmed. The combined companies would have an enterprise value of approximately $9.3 billion, the SPAC said. Access the audio replay here. Legal proceedings may be instituted against the Proposed Business Combination, which could delay or prevent or otherwise adversely impact the Proposed The VPCC board has not obtained and will not obtain a third-party 1 Gross profit is net of COGS which includes processor fees, bad debt expense net of recoveries, network fees, partner bank costs, debit funding fees, and 28 charitable contributions. Otonomo and Software Acquisition will host a joint investor conference call regarding the proposed transaction today, February 1, 2021.
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