EX-99.2 3 brhc10030821_99-2.htm EXHIBIT 99.2

Exhibit 99.2

 INVESTOR PRESENTATION  November 2021Accelerating MIS SpineCulture | Technology | Accessibility      Filed by CHP Merger Corp. pursuant to Rule 425 underthe Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934Subject Company: CHP Merger Corp. (File No. 001-39140) 

 DISCLAIMER AND CONFIDENTIALITY NOTICE  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  2  In this presentation, “Accelus”, the “Company”, “we”, “us” and “our” mean Integrity Implants Inc. d/b/a Accelus. All amounts are in U.S. dollars unless otherwise indicated. The information contained hereindoes not purport to contain all of the information about the Company or CHP Merger Corp. (“CHP”). The information contained herein has not been independently verified.In connection with the proposed business combination, CHP intends to file with the Securities and Exchange Commission (the "SEC") a registration statement on Form S-4 (the "Registration Statement"), which will include a preliminary proxy statement/prospectus and a definitive proxy statement/prospectus, and other related documents. CHP's stockholders are advised to read, when available, the proxy statement/prospectus included in the Registration Statement, including any amendments thereto, as well as other documents filed with with SEC in connection with the proposed business combination. After the Registration Statement is declared effective, the definitive proxy statement/prospectus and other relevant materials will be mailed to stockholders of CHP as of a record date to be established for voting on the proposed business combination and other matters as may be described in the Registration Statement. Stockholders will be able obtain copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus, and other documents filed with the SEC that will be incorporated by reference therein, without charge, once available, at the SEC's website at www.sec.gov, or by directing a request to: CHP Merger Corp., 25 Deforest Avenue, Suite 108, Summit, NJ 07901CHP, Accelus and their respective directors and executive officers may be deemed participants in the solicitation of proxies from CHP's stockholders with respect to the business combination. A list of the names of those directors and executive officers and a description of their interests in CHP will be contained in the Registration Statement when available.No representations or warranties are made or implied with respect to the information contained herein. This presentation contains forward-looking statements with respect to the Company. These forward- looking statements, by their nature, require the Company to make certain assumptions and necessarily involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these forward-looking statements, including without limitation the successful and timely completion and the commercialization of the products referred to herein. Forward-looking statements are not guarantees of performance. These forward-looking statements, including financial outlooks and strategies or deliverables stated herein, may involve, but are not limited to, comments with respect to the Company’s business or financial objectives, its strategies or future actions, its projections, targets, expectations for financial condition or outlook for operations. Words such as “may”, “will”, “would”, “could”, “expect”, “believe”, “plan”, “anticipate”, “intend”, “estimate”, “continue”, or the negative or comparable terminology, as well as terms usually used in the future and conditional, are intended to identify forward-looking statements. Information contained in forward-looking statements is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances. These assumptions are considered to be reasonable based on currently available information, but the reader is cautioned that these assumptions regarding future events, many of which are beyond its control, may ultimately prove to be incorrect since they are subject to risks and uncertainties that affect the Company and its business. The forward-looking information set forth therein reflects expectations as of the date hereof and is subject to change thereafter. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Undue reliance should not be placed on forward-looking statements. The forward-looking statements contained in this presentation are expressly qualified by this cautionary statement. This presentation is not intended to form the basis of any investment decision and there can be no assurance that any transaction will be undertaken or completed in whole or in part. The delivery of this presentation shall not be taken as any form of commitment on the part of the Company or its shareholders to proceed with any transaction, and no offers will subject the Company or its shareholders to any contractual obligations before definitive documentation has been executed. The Company reserves the right at any time without prior notice and without any liability to (i) negotiate with one or more prospective investors in accordance with any timetable and on any terms that the Company may decide, (ii) provide different information or access to information to different prospective investors, (iii) enter into definitive documentation and (iv) terminate the process, including any negotiations with any prospective investor without giving any reasons therefor.This presentation does not constitute (i) a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed business combination or (ii) an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase any security of CHP, the Company, or any of their respective affiliates. No offering of securities shall be made except by means of a prospecus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom. 

 DISCLAIMER AND CONFIDENTIALITY NOTICE  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  2  This presentation includes certain financial measures not presented in accordance with GAAP. These non-GAAP financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company’s financial results. Therefore, these measures should not be considered in isolation or as an alternative to net income, cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that the Company’s presentation of these measures may not be comparable to similarly-titled measures used by other companies. The Company believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to the Company’s financial condition and results of operations. The Company believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends in and in comparing the Company’s financial measures with other similar companies. These non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income items are excluded or included in determining these non-GAAP financial measures.This presentation also includes certain projections of non-GAAP financial measures. Due to the high variability and difficulty in making accurate forecasts and projections of some of the information excluded from these projected measures, together with some of the excluded information not being ascertainable or accessible, the Company is unable to quantify certain amounts that would be required to be included in the most directly comparable GAAP financial measures without unreasonable effort. Consequently, no disclosure of estimated comparable GAAP measures is included and no reconciliation of the forward- looking non-GAAP financial measures is included. In addition, these non-GAAP financial measures may be calculated or presented differently than, and may not be comparable to, non-GAAP financial measures disclosed by other companies. This presentation contains forecasts with respect to the Company’s projected financial results, including Revenue and CAGR, for the Company’s fiscal years 2021 through 2025, and the data presented for the fiscal year 2020 is derived from unaudited financials. The Company’s independent auditors have not audited, reviewed, compiled or performed any procedures with respect to the projections for the purpose of their inclusion in this presentation, and accordingly, they did not express an opinion or provide any other form of assurance with respect thereto for the purpose of this presentation. These projections should not be relied upon as being necessarily indicative of future results. The assumptions and estimates underlying the prospective financial information are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the prospective financial information. Accordingly, there can be no assurance that the prospective results are indicative of the future performance of the Company or that actual results will not differ materially from those presented in the prospective financial information or that the prospective financial information will be the same as that presented in future public filings related to the business combination. Inclusion of the prospective financial information in this presentation should not be regarded as a representation by any person that the results contained in such prospective financial information will be achieved. This presentation contains confidential information pertaining to the business, operations, and assets of the Company and the use hereof is governed by the confidentiality agreement (“CA”) or non-disclosure agreement (“NDA”) that has been executed by each recipient. If you are in possession of this presentation, you should familiarize yourself with such CA or NDA before reading, circulating, disclosing or using the presentation. If you have not executed and delivered, or are otherwise not bound by such CA or NDA, you have received this presentation in error. If so, please do not copy or distribute the presentation and return the presentation to the sender hereof. 


   INVESTMENT RATIONALEAccelus provides a compelling opportunity for CHP  Positive ClinicalOutcomes  Attractive Growth Profile, High Gross Margins  Affordable,Accessible Solution  Leverage CHP’s HealthSystem Relationships      Differentiated Platform Disrupting Minimally Invasive Spine Surgery    Massive MarketOpportunity  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  2 

 ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  6  OUR MISSION:  Accelerating Minimally Invasive Spine Surgery 

 ACCELUS AT A GLANCEImproving procedures and outcomes, creating favorable economics, and providing broad accessibility  Vast underserved market with opportunities to capture share  Providing broad accessibility, lowering the cost of care and expanding the market  Transformational robotic solution, reducing procedural complexity and accelerating growth  Attractive busines model with pull-through revenue opportunities  Clinically-impactful, data- driven, cost-effective, enabling implant technology    ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  7 

 Pedicle Screws  Lumbar Interbody  MISAccess and Other  Cervical  SIGNIFICANT MARKET OPPORTUNITY  SPINAL FUSION MARKET  •  Large, established addressable marketDemographics support continued market growthGrowing OUS spinal fusion market of $3B+Industry positioned for advancements, disruptionEnabling technologies accelerating growth and becoming must-have assetsOpportunity to capture market share with a truly differentiated platform  $6.5B+US MarketOpportunity  MIS ProceduresEndoscopic SurgeryExpandable Cages  Transition to the ASCRobotics/NavigationAugmented Reality  HOT TRENDS  $1.7B  $2.6B  $1.9B  ~$380M    ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  8 

 ACCELUS OFFERS A TOTAL MIS IMPLANT SOLUTIONSolutions to address the complete procedure    Innovative Expandable Interbody Platform    Differentiated and cost-effective solutions with high gross margins      Proprietary screw technology with substantial growth potential  ProprietaryFixation Systems      Allograft comprised demineralized bone matrix (DBM) cortical fibers  BiomaterialOfferings      Economically attractive robotic solution with sustainable source of consumables revenue  Enabling RoboticTechnology  *  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  9  *Currently under development** Private labeled product marketed by Accelus  ** 

 ADDRESSING THE CONSTRAINTS OF MINIMALLY INVASIVE SPINE PROCEDURESSimpler, safer procedures with more consistent outcomes  Reduce procedural complexity…Expand visualization…Increase reproducibility…Reduce radiation…Address inefficiency…Minimize learning curve…        Access Without CompromiseAdaptive Geometry + Precision Robotics      ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  10 

     JOURNEY OF INNOVATION  2019    2016      2015      2018        2020      2021                2022    *  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  11  *  *FDA clearance pending or pipeline product under development 

                   GAME-CHANGING SPINAL IMPLANTS WITH ADAPTIVE GEOMETRY  Our MissionSolve the clinical challenges of MIS procedures throughinnovation and enabling technologyThe ProblemMIS implants have chased footprint via trajectory, butresults are mixed and clinical complications remainNerve and Vascular Injuries Subsidence and Non-UnionOur SolutionBidirectional expandable lumbar fusion device, with a minimal insertion profile and maximum expansionClinical ResultsRobust performance and significant clinical outcomes97.4% Fusion Rate* 0 Adverse Effects* 0% Subsidence*  Fusion: A Retrospective Analysis of Safety and Performance, Int J Spine Surg. 2020©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  12  *One year follow up study found 96.6% of patients and 97.4% of levels were considered fused, per Coric et al, Bidirectional Expandable Technology for Transforaminal or Posterior Lumbar Interbody 

 What is Adaptive Geometry?  Next-generation solution for MIS proceduresProprietary expandable cage technology, featuring bidirectional expansion of interbody devices      Why Does it Matter?Minimal insertion profile with maximum footprint Delivers access through a narrow, neural corridor Respects the natural anatomy of the patientDesigned for improved safety and clinical outcomes*  Adaptive GeometryTM in Action  Adaptive Geometry Integrated Across the Portfolio  *Zero reported subsidence or device-related adverse events (Coric et al, Bidirectional Expandable Technology for Transforaminal  TM  or Posterior Lumbar Interbody Fusion: A Retrospective Analysis of Safety and Performance, Int J Spine Surg. 2020)©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  13 

     Broad service offering to address MIS needs  9mm profile expanding to 14 x 14mm  7mm profileEndoscopically Assisted TLIF  FlareHawk Family of Spinal Fusion Cages Designed For:  11mm profile expanding to 17 x 14mm  Titanium Coated TiHawk7, 9, 11*  * Coric et al, Bidirectional Expandable Technology for Transforaminal or Posterior Lumbar Interbody Fusion: A Retrospective Analysis of Safety and Performance, Int J Spine Surg. 2020    Minimal Insertion ProfileMinimizing neural retraction    Multiplanar ExpansionWide footprint with no compromise  Improved Graft DeliveryOpen architecture for continuous graft delivery      11,000+Cages Implanted  3Clinical Studies  97.4%Fusion Rate*  0Adverse Events*  0%Subsidence*  **TiHawk11 anticipated to be available in Q1 2022©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  14 

 PEDICLE SCREW SYSTEM: ALLOWS PROCEDURAL CAPTURE  OpenRobust implants and instrumentation to address complex pathology  MISElegant design optimized for seamless percutaneous approach  CorticalModular tulip heads with slim profiles facilitate a mid-line approach  Telescopic Screw TechnologyProprietary screw technology designed to reduce current frustrations and complications with posterior fixation.Complements robotics platforms.  An all-in-one screw delivery system designed to reduce instruments, surgical steps, and radiation. Allows for repositioning of screw trajectory without compromising screw purchase.  *  *PeriscopeTM under development©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  15 

 ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  16  Optimized for daily use, witha small 30” x 30” footprintEasier to use, enablingbroader applicationsCompelling solution at one- third to one-fourth of the cost      TRANSFORMATIONAL NAVIGATION AND ROBOTIC TARGETING SYSTEM 

   NAVIGATION AND ROBOTIC TARGETING SYSTEM  Surgeons that need robotics are in facilities that can’t afford them  The Problem:  Cost-Effective WithoutCompromisePrecision navigation robotic targeting system for spine surgery, offered at a fraction of the price of the competition    Attractive Surgeon EconomicsRapid system positioning with quick and easy set-up and breakdown allowing surgeons to treat more patients  Platform Built for AdaptabilityTechnology designed to expand applications to other spinal surgery procedures  Enhanced Ease of UseConstructed to streamline workflows with a simplified, intuitive design, minimizing surgeon training requirements  Our Solution:  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  17 



 FlareHawk Clinical Studies  Published in International Journal of Spine Surgery (IJSS)Three retrospective, peer-reviewed studiesFusion rates commensurate with PLIF and TLIF procedures, minimal complications  Navigation and Robotic Targeting SystemPublished in Cureus Journal of Medical ScienceComparison against most commonly used spine robot platform (Mazor-X)Significantly shorter procedure workflow duration (better efficiency)Current in-process and proposed clinical research includes:      Pressure distribution comparison against commonly used interbody devicesFlareHawk prospective EURobotic navigation IRB submissionLineSider anti-skiving  Robotic navigation endoscopicMIS spondy TLIFRobotic navigation time reductionRobotic navigation Kambin’stargeting  Compendium of Published Peer-Reviewed FlareHawk Data  Proven workflow efficiencies and time savings when utilizing Accelus’ Robotic system  20  PEER-REVIEWED CLINICAL DATA 


   EXPANDABLE PLATFORM  Inserted with minimal profile  3D Printed endplates  Post-packed with bone graft  Key Features and Benefits of Toro Platform  Lateral (LLIF)Q1 2022  Posterior (PLIF / TLIF)Q4 2022  Anterior (ALIF)Q1 2023  then lifts with wide footprint  Adaptive Geometry ReimaginedExpands wide first under minimal load  FACILITIATES ENTRANCE INTO LATERAL AND ANTERIOR MARKETS  InfinitelyExpandable    ©2021 ACCELUS, INC. ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  22 

 LUMBAR INTERBODY MARKET BY APPROACH  Anterior 25%  Lateral 18%  Posterior57%  ~155,000Total Procedures Addressed Today  MARKET FOR INTERBODY SPINAL FUSION DEVICES  Total U.S. Spinal Fusion market is ~$6.5 billion~500,000 Thoraco-Lumbar procedures250,000+ of which utilize Interbody DevicesInterbody Devices represent a ~2 billionmarket opportunity and growing…  Accelus currently only serves Posterior (PLIF/TLIF) procedures, addressing ~63% of procedures and ~57% of the market value  SUBSTANTIAL OPPORTUNITY FORGROWTH…  Reflects percentage of total market value ($) by surgical approach  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  23 

 LUMBAR INTERBODY MARKET BY APPROACH  ADDITIONAL OPPORTUNITIES  •  More than 350,000 Cervical Fusion procedures performed annuallyRobot placements positioned to drive LineSider (pedicle screw) sales, which represents the largest segment of the spinal fusion market  Reflects percentage of total market value ($) by surgical approach*Does not reflect full product pipeline  Toro-Lateral  Torp-PLIF/TLIF  Toro-ALIF  Anterior 25%  Lateral 18%  Posterior57%  240,000+Total Procedures Addressed by Pipeline  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  24  ROBUST PIPELINE TO FILL OUT INTERBODY PORTFOLIO*Toro expands Accelus’ market opportunity 

     Procedure Cross-Sale        Robot PlacementEconomically attractive option, enabling more surgeons to perform more procedures  ATTRACTIVE BUSINESS MODELEnabling technology drives product pull-through      Pull-Through Screws  Opportunities to capture additional elements of the procedure        Closed robotic system drives sales of fixation systems  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  25 

 Carlsbad, CA    ESTABLISHED COMMERCIAL FOOTPRINT  Focused Strategy to Accelerate Growth  Headquarters Palm Beach, FL  Strong CommercialInfrastructureDedicated internal sales forceExternal distributor network  Growing talent poolRegionally focusedHeadquarters in Palm Beach, FLCenters of excellence accessible to our entire customer baseWide breadth of hospital approvals    CommercializationStrategy  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  26  Rapidly expand sales teamGrow direct sales force in targeted marketsContinue to build capitalsales infrastructureInvest in surgeon training and education programsIncrease procedural captureFocus ASC and enterpriselevel growthPath to expanding spine procedural offerings to drive exclusivity  Boulder, CO 

 AMBULATORY SURGERY CENTER (ASC) MARKET  GROWING ASC OPPORTUNITYSpine procedures increasingly moving to ambulatory surgery centers86% of spine surgeons expect to use ASCsSpine surgery is considered the most profitable and cost- effective ASC procedureReimbursement tailwinds expected to continueWin-win-win for patients,payers and providers  ENABLING TECHNOLOGIES DRIVING ASC ADOPTION  Economically Accessible Solutions  Truly Portable Robotic Solution, Providing Ease of Use  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  27  Improved Turnover and Proven Workflow Efficiency*  Solves Complicated Issues Simply  Enables Outpatient MIS Procedures  *Soliman et al, Accuracy and Efficiency of Fusion Robotics Versus Mazor-X in Single-Level Lumbar Pedicle Screw Placement, Cureus Journal of Medical Science. 2021 


     GROWTH OPPORTUNITIES  Launch NewProduct LinesTargeting 7 to 10 new product launches per year                Drive Pull- Through RevenueRobot placement to drive pull-through sales  Expand SalesForce RegionallyRapidly expand sales team to capture share    Accelerate Adoption in ASCsReduce barriers to movingfusion procedures to ASCs    FFooccuusseeddSStrtartaetgeygtoy UtonloUcnk lock Industry Leading Growth    International ExpansionGrow in targeted international markets  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  29 

 2020  2021E  2022E  2023E  2024E  2025E  $17M  $28M  $48M  $81M  $125M  $176M  FINANCIAL HIGHLIGHTS  $27.5MILLION  2021E REVENUE            80%+  GROSSMARGIN    Revenue Forecast4-year GrowthExpectations*    60%  2020 to 2025FORECASTED CAGR  GROWING AT  $81.0  2023EREVENUE    MILLION  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  30  *Revenue projections rounded to the nearest million 

 INVESTMENT TAKEAWAYS  Accelerating Minimally-Invasive Spine Surgery            Enabling technologies disrupting minimally invasive spine surgeryVast underserved market with opportunities to capture shareDemonstrated value proposition with compelling clinical data      Robust product pipeline addressing a broader market opportunity          Compelling business model; pull-through revenue opportunitiesExperienced leadership team and industry thought leaders      ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  31 


         $27.5  $81.0  2021E Core Products Pipeline*Includes new iterations of FlareHawk and TiHawk products  Robot  Pull-Through  2023E  ACHIEVABLE REVENUE GROWTH  Core Product GrowthComprised of our existing lines including:FlareHawk / TiHawk*  LineSider Fixation (pedicle screws)Biologics  Pipeline ProductsComprised of our near-term anticipated line extensions:Toro Lateral  Toro ALIFToro PLIF/TLIF  Robot RevenueComprised of robot hardware sales and revenue generated from consumables  Pull-Through SalesComprised of sales from Core Products driven by robot placementsDirect pull-through of LineSider Fixationsystems used in conjunction with robotIndirect pull-through of interbody devices through cross-sale opportunities    A      B    C    A    B    C        D    D  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  33  Commentary  Sales of existing products lines are  anticipated to be the largest contributor to growth, largely driven by pull-through salesRobot Pull-Through revenue is expected to account for 20% of total sales by 2025 

   TRANSACTION OVERVIEW  Source of Funds  Pro Forma Valuation  Use of Funds  Illustrative Pro Forma Ownership  Accelus Rollover Equity  CHPM Public Shares  39%  7%CHPM Sponsor SharesNote: Assumes no redemptions. Excludes impact of 1.9 million sponsor earnout shares vesting ratably at $13.00 and $16.00. Excludes impact of 15.0 million public warrants and 8.0 million sponsor warrants (including 1.6 million transferred to Accelus shareholders and 2.0 million subject to earnout ratably at $13.00 and $16.00) struck at $11.50. Includes 2.1 million sponsor shares and 2.2 million sponsor warrants subject to forfeiture if cash delivered is between $150 million and $75 million after redemptions.Estimated transaction fees and expenses for both SPAC and target including advisory, legal, accounting, and other fees.Debt balance reflect Accelus’ current outstanding debt of $9.3 million and an anticipated $6.0 million incremental drawdown from the existing credit facility to fund ordinary course business operations.Pro forma cash balance includes: (i) $2.5 million of existing cash on balance sheet as of November 10, 2021; (ii) $285.0 million of net proceeds from SPAC; (iii) estimated $10.0 million of proceeds from anticipated closing of ongoing Series D financing; (iv) anticipated $6.0 million of proceeds from scheduled incremental drawdown of credit facility to fund ordinary course business operations. Actual pro forma cash balances subject to change.  54%        ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  34 

 COMPELLING VALUATION    EV / Revenue 2022E  EV / Revenue 2023E  Revenue CAGR’21 – ‘23  High Growth Med-Tech  15.9x  12.1x  40%  Premium Spine & Orthopedics  9.0x  7.4x  21%  Enabling Robotic Technology  25.5x  16.0x  48%  Accelus  10.0x  6.0x  72%      Source: Wall Street research, company filings and S&P Capital IQ; market data as of November 5, 2021  ©2021 ACCELUS ALL RIGHTS RESERVED. CONFIDENTIAL. DO NOT DISTRIBUTE.  35