EFTA01369721.pdf

Global Partner Acquisition Corp (NASDAQ: "GPACU") SZEI1Iril!GLORAL r PARTNER AcepisaioN is coke $155 million SHAG IPO yr Deutsche Bank acted as Summary IPO terms Global Partner Acquisition Corp overview the sole bookrunner in the AirocAt • Global Partner Acquisition Corp (GPAC) is a blank check company IPO of Global Partner aiff .PARThert mrapstrrom formed for the purpose of entering into a business combination with an Acquisition Corp. Elm ("OS? enduring business with compelling public market Pricing date: July 29. 2015 • Targets businesses with enterprise value of $300m to $1.5bn and not ("GPAC") confined to a particular industry Transaction size: 5155.3 million (full greenshoe exercised) • Management team has a track record of value creation across a broad Securities offered: 15.5 million units (full groenshoc exercised) Despite the accelerated 3- - each consisting of 1 share of common stock spectrum, whether it is running and growing public / private companies and 1 warrant (exercisable for % share of or leading private equity transactions day roadshow, the book common stock) - GPAC leverages an actively-engaged team of nine to source was meaningfully Amount held In trust: Equal to 100% of offering proceeds potential business combinations - key SPAC management (Paul oversubscribed and the Sponsor "at risk" $6.4 million investment in warrants al $0.50 per Zepf. Bill Kerr, Andrew Cook and Gary DiCamillo) along with Pano Anthos (Director), Jeffrey Weiss (Director), David Chamberlain full shoe was exercised Investment: warrant (direct purchase of 12.8mm warrants) (Advisor). Neal Goldman (Advisor) and Michael Johnston (Advisor) Sponsor promote: Shares issued to sponsor al formation equivalent — Strong association with Eaglepotnt Advisors, a consulting firm that to 200% of common equity ownership works primanly with middle-market companies post - public raise DB Role: Solo Bookrunnor - Have strong and tenured relationships with key investment banks and dozens of private equity players Key management Investment highlights GPAC capabilities Name Active business combination pursuit from a well-connected team of nine, each with propnetary access to deal how Depth of expertise Position William Kerr Technology Mullidiscipeinarydeal Teem has effected Proven team of former CEOs, entrepreneurs, private equity execution. M8A and meaningful change in Chairman of the Board executives, operators and business leaders Media investing expertise multipleindustries Induquals Paul Zen( - History of value creation Deep and broad • Consumer I Retail through roles as: industry expertise CEO Affiliated with a leading middle market lender with a robust through crivesling urid Financial services Public company CEOs network of sponsor relationships and proprietary deal now operating enhances Gary DiCamillo Private equity investor GPAC's duo diligence Vice Chairman Combined team has completed over 125. transactions and has ITT An a CENISCO Entrepreneurs capabilities Andrew Cook over 280+ years of experience 4,4 Turnaround consultants • CFO and integration Ability to structure complex transactions CFO with a sophistl itod ,rns.welh officers team to meet seller's Ability to provide operational uplift and help the target company Operating executives specific needs V SNOT expand organically or pursue bolt-on acquisitions Deutsche Bank SOurCe: Company data 36 Corporate BanIcing & Securities CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0062156 CONFIDENTIAL SDNY_GM_00208340 EFTA01369721