425 1 ea150367-425_scvxcorp.htm FORM 425

Filed by SCVX Corp. pursuant to

Rule 425 under the Securities Act of 1933, as amended

and deemed filed pursuant to Rule 14a-12

under the Securities Exchange Act of 1934, as amended

Subject Company: SCVX Corp.

(Commission File No. 001-39190)

 

Rethink Manu f actur i ng Virtual Analyst Day Event November 2021

 

Disclaimers © 2021 Bright Machines, Inc. Confidential information not to be distributed. 2 Additional Information and Where to Find It In connection with the proposed business combination with SCVX Corp . (SCVX), SCVX has filed a Registration Statement on Form S - 4 , including a preliminary proxy statement/prospectus, and will file a definitive proxy statement/prospectus with the SEC . SCVX’s stockholders and other interested persons are advised to read the preliminary proxy statement/prospectus and, when available, the amendments thereto and the definitive proxy statement/prospectus and documents incorporated by reference therein filed in connection with the proposed business combination, as these materials will contain important information about Bright Machines, SCVX, and the proposed business combination . When available, the definitive proxy statement/prospectus and other relevant materials for the proposed business combination will be mailed to stockholders of SCVX as of a record date to be established for voting on the proposed business combination . Stockholders are also able to obtain copies of the preliminary proxy statement/prospectus, the definitive proxy statement/prospectus (once available), and other documents filed with the SEC that will be incorporated by reference therein, without charge at the SEC’s website at www . sec . gov, or by directing a request to : c/o Strategic Cyber Ventures, 1220 L St . NW, Suite 100 - 397 , Washington, DC 20005 . Participants in the Solicitation SCVX and Bright Machines and their respective directors and executive officers may be considered participants in the solicitation of proxies with respect to the potential transaction described herein under the rules of the SEC . Information about the directors and executive officers of SCVX is set forth in SCVX’s Annual Report on Form 10 - K filed with the SEC pursuant to Section 13 of the Securities Exchange Act of 1934 , as amended, on April 6 , 2021 , and is available free of charge at the SEC’s web site at www . sec . gov or by directing a request to : c/o Strategic Cyber Ventures, 1220 L St . NW, Suite 100 - 397 , Washington, DC 20005 . Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the SCVX shareholders in connection with the potential transaction is set forth in the registration statement containing the preliminary proxy statement/prospectus . These documents can be obtained free of charge from the sources indicated above . No Offer or Solicitation The information herein shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities or in respect of the proposed business combination . The information herein shall also not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction . No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933 , as amended, or an exemption therefrom .

 

Disclaimers (Cont’d) © 2021 Bright Machines, Inc. Confidential information not to be distributed. 3 Forward Looking Statements Certain statements herein may be considered forward - looking statements . Forward - looking statements generally relate to future events or SCVX’s or Bright Machines’ future financial or operating performance . For example, statements about the expected timing of the completion of the proposed business combination, the benefits of the proposed business combination, the competitive environment, and the expected future performance and market opportunities of Bright Machines are forward - looking statements . In some cases, you can identify forward - looking statements by terminology such as “may”, “should”, “expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”, “predict”, “potential” or “continue”, or the negatives of these terms or variations of them or similar terminology . Such forward - looking statements are subject to risks, uncertainties and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements . These forward - looking statements are based upon estimates and assumptions that, while considered reasonable by SCVX and its management, and Bright Machines and its management, as the case may be, are inherently uncertain . Factors that may cause actual results to differ materially from current expectations include, but are not limited to : ( 1 ) the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement ; ( 2 ) the outcome of any legal proceedings that may be instituted against SCVX, Bright Machines, the combined company or others following the announcement of the proposed business combination ; ( 3 ) the inability to complete the proposed business combination due to the failure to obtain approval of the shareholders of SCVX or to satisfy other conditions to closing ; ( 4 ) changes to the proposed structure of the proposed business combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the proposed business combination ; ( 5 ) the ability to meet stock exchange listing standards at or following the consummation of the proposed business combination ; ( 6 ) the risk that the proposed business combination disrupts current plans and operations of Bright Machines as a result of the announcement and consummation of the proposed business combination ; ( 7 ) the ability to recognize the anticipated benefits of the proposed business combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees ; ( 8 ) costs related to the proposed business combination ; ( 9 ) changes in applicable laws or regulations ; ( 10 ) the possibility that Bright Machines or the combined company may be adversely affected by other economic, business and/or competitive factors ; and ( 11 ) other risks and uncertainties set forth in the section entitled “Risk Factors” and “Cautionary Note Regarding Forward - Looking Statements” in SCVX’s Form 10 - K for the year ended December 31 , 2020 , and which are set forth in the registration statement to be filed by SCVX with the SEC in connection with the proposed business combination . Nothing herein should be regarded as a representation by any person that the forward - looking statements set forth herein will be achieved or that any of the contemplated results of such forward - looking statements will be achieved . You should not place undue reliance on forward - looking statements, which speak only as of the date they are made . Neither SCVX nor Bright Machines undertakes any duty to update these forward - looking statements .

 

Disclaimers (Cont’d) © 2021 Bright Machines, Inc. Confidential information not to be distributed. 4 N on - GAAP Financial Metrics T his presentation includes certain financial measures not presented in accordance with generally accepted accounting principles ("GAAP"), including, but not limited to, Bookings, Gross Margin Percentage and Annual Recurring Revenue . 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 . In addition, historical financial measures included in this presentation have not been audited and are subject to review and adjustment accordingly . You should be aware that presentation of these measures may not be comparable to similarly - titled measures used by other companies . Risk Factors For a description of the risks relating to an investment in Bright Machines, including its business and operations, we refer you to “Risk Factors” in the Appendix to this presentation .

 

Today’s Presenters Amar Hanspal Chief Executive Officer and Co - Founder Michael Keogh Chief Financial Officer Bill Griffin Chief Revenue Officer Brian Mathews Chief Technology Officer TBU © 2021 Bright Machines, Inc. Confidential information not to be distributed. 5

 

Today’s Agenda © 2021 Bright Machines, Inc. Confidential information not to be distributed. 6 1. Company Overview and Market Opportunity 2. Product Overview and Technology Vision 03 Q&A 04 Customer Traction and Growth 05 Financial Overview 6. Q&A 7. Closing Remarks

 

01 Company Overview and Market Opportunity © 2021 Bright Machines, Inc. Confidential information not to be distributed. 7

 

Providing customers with the flexibility , scalability , and resilience they need to compete in today’s dynamic world Bright Machines: Changing the way things are made through intelligent software and data Manufacturing is at a critical inflection point © 2021 Bright Machines, Inc. Confidential information not to be distributed. 8

 

The State of Manufacturing Today © 2021 Bright Machines, Inc. Confidential information not to be distributed. 9

 

© 202 1 B r ig h t Mac h ine s, Inc. C on f i d ent i al inf ormat i on not to b e distrib ute d . 10 From Manual Assembly Lines

 

To Intelligent Manufacturing

 

© 202 1 B r ig h t Mac h ine s, Inc. C on f i d ent i al inf ormat i on not to b e distrib ute d . 12 Using Software

 

The Time is Now Shortage and rising costs of labor accelerating demand for automation and robotics Increasing desire to regionalize production in order to "build where you sell” Push for smaller footprint, more energy efficient factories located closer to end customers Rethinking of global outsourcing model given recent supply chain shocks Labor Shortages Reshoring & Onshoring Energy Efficiency Supply Chain Disruptions © 2021 Bright Machines, Inc. Confidential information not to be distributed. 13

 

• 87% of global production activities are “automatable” (2) • < 25% of manufacturing functions are automated before 2025 (3) • > 2 million unfilled manufacturing jobs expected by 2030 (4) • 5 - 30% of annual manufacturing value lost to “Cost of Poor Quality” (5)(6) • 1 - 4% of production volume typically lost to scrap and rework (7) • 90% of manufacturers view reducing scrap / rework as a top objective (7) Large and Growing Global Addressable Market Significant Near - Term Addressable Market Opportunity Automated Assembly TAM (1) Production Quality TAM (1) ~$30 Billion ~$20 Billion Manual A ss e m bly (1) TAM = Total Available Market, based on Bright Machines estimates. (4) Deloitte, Creating Pathways for Tomorrow’s Workforce Today, 05/04/21. (2) McKinsey, Human + Machine: A New Era of Automation in Manufacturing, 09/07/17. (5) Quality Digest, What is Your Company’s Cost of Poor Quality?, 08/23/04. (3) BCG, The Robotics Revolution: The Next Great Leap in Manufacturing, 09/23/15. (6) Cost of Poor Quality = repair, rework, scrap, service calls, warranty claims and write - offs costs. Production Waste / Scrap A u t o m a t ed Assembly P r od uct ion Quality Long - Term Industrial Automation Market Growth (8) $300bn (2026E) © 2021 Bright Machines, Inc. Confidential information not to be distributed. 14 $250bn (2024E) $ 1 6 9bn (2019A) (7) Tooling U - SME, Manufacturing Insights Report (2014). (8) Statista Research Department, Size of the Global Industrial Automation Market from 2019 to 2026, 09/13/21.

 

Current and Near - Term Product Portfolio Bright Machines ® Microfactory Complete, programmable assembly line with modular building blocks Brightware ® Studio Innovative new automation development environment for production visibility Brightware ® Insights (2) Provides production analytics and actionable, data - based insights Intelligent Automation to Drive Process Standardization Brightware ® Platform Data & Analytics to Enable Process Improvement Brightware ® Inspection (1) Designed to drive lower defect rates and increase overall production yield Computer Vision & AI to Improve Production Quality (1) Brightware ® Inspection proof - of - concepts in process, productization expected in 2022; (2) Brightware ® Insights expected to be released in near future. © 2021 Bright Machines, Inc. Confidential information not to be distributed. 15

 

Customer - Validated Technology Serving 25+ customers and 50+ major brands Note: Photos are indicative of products assembled or manufactured using Bright Machines Microfactories. © 2021 Bright Machines, Inc. Confidential information not to be distributed. 16

 

Process Standardization to Drive Efficiency and Scalability Global consumer goods manufacturer faced significant production issues with existing manual assembly process, including: • Labor shortages • Inconsistent output • High defect levels (40%) Brew system Bright Machines’ software - driven automation was implemented to perform precision pick and place of components, screwdriving, and inspection tasks required to accurately and efficiently assemble the brew system Manual assembly © 2021 Bright Machines, Inc. Confidential information not to be distributed. 17 1 line 2 lines 8 lines 6 lines 0 . 6 m 0 . 9 m 1 . 8 m Capacity (units per year) 5 . 4 m 7 . 2m 50% Increase in units produced per hour per line (1) 90% Reduction in number operators per line (1) 95% Reduction in final product defects (1) (1) Metrics based on Bright Machines testing and estimates.

 

Process Improvement to Increase Yield and ROI Global computing technology leader grappling with product quality and cost issues from taxing manual assembly and inspection operations: • High labor intensity (100% manual) • High final yield loss (> 5%) • Inconsistent inspection results • Added failure analysis and validation testing costs Final yield loss reduced by 44% compared to manual assembly (1) $10 per unit cost savings due to improved product yield and reduced rework (1) Higher ROI by minimizing the number of product samples required for validation testing Hourly flexibility between manual and automated operations to enable dynamic build schedules x x x © 2021 Bright Machines, Inc. Confidential information not to be distributed. 18 (1) Based on customer provided data, pre and post Bright Machines deployment.

 

Delivering Tangible Results Automotive Consumer Networking Industrial Customer Product Interior lighting Coffee maker Firewall Control panel Customer Challenge • Labor cost • Traceability • Product yield • Inconsistent output • Labor dependence • Product yield • Scrap cost • Product quality • Operator fatigue • Capacity • Labor dependence • Product yield Process Elements • Component assembly • Barcode scanning • Labeling • Component assembly • Screwdriving • Inspection • DIMM assembly • Heat sink assembly • Inspection • Box build • Functional testing • Labeling P r oje c t ed Impact (1) Capacity: • 75% units per hour • 50% units per hour • Same units per hour • 70% units per hour Cost: • 65% operators • 90% operators • 95% operators • 60% operators Quality: • 60% defects • 95% defects • 45% defects • 60% defects (1) Projections based on Bright Machines testing and analysis. © 2021 Bright Machines, Inc. Confidential information not to be distributed. 19

 

Over 75 Microfactory Deployments Around the World (1) Selected customer examples Automotive Consumer Medical Technology Industrial / Other (1) As of September 2021. © 2021 Bright Machines, Inc. Confidential information not to be distributed. 20

 

Accelerating Customer Adoption Network Infrastructure and Data Centers Consumer Goods Me d ic al De vices Focused on High Growth Industry Verticals in Need of Intelligent Automation Electric Vehicles Acquire large customer account in focused vertical Implement a microfacto r y line Deploy software Expand from 1 line to multiple lines Sell additional software; expand across multiple sites and locations Leveraging “Land and Expand” Strategy with Large Enterprise Customer Accounts © 2021 Bright Machines, Inc. Confidential information not to be distributed. 21

 

Key Growth Drivers Pa r t n e r s Build partner network to expand deployment capacity; explore strategic investments and acquisitions in software space Enterprise Accelerate “land and expand” motion with large enterprise OEMs ; focus on accounts with potential for both multiple deployments and software ARR Software Expand from software powering “process standardization” to software powering “process and product improvement” Reshoring Capture wave of reshoring/ onshoring opportunities, using automated assembly lines as entry point for engagement V e r t icals Broaden capabilities from electronics - centric verticals to verticals requiring more mechanical assembly Geo s Extend focus from US - based OEMs to Europe - based OEMs © 2021 Bright Machines, Inc. Confidential information not to be distributed. 22

 

Sustainable, Long - Term Business Model GROSS MARGIN TARGETS B right w are Studio B right w are Inspection B right w are Insights • Software delivering continuous customer value in areas such as flexibility, scalability, and quality • Includes maintenance and engineering support services • SaaS business with ARR charged per year / per line 60 - 70%+ B right w are Platform Bright Machines Mi c r o f a c t o r y • Pre - configured hardware + deployment services • Upfront capex and milestone - based payments charged per line 20 - 25%+ © 2021 Bright Machines, Inc. Confidential information not to be distributed. 23

 

02 Product Overview and Technology Vision © 2021 Bright Machines, Inc. Confidential information not to be distributed. 24

 

Software - First Integrated Workflow Cloud - First Platform Approach Data at the Center of Continuous Improvement © 2021 Bright Machines, Inc. Confidential information not to be distributed. 25

 

© 2021 Bright Machines, Inc. Confidential information not to be distributed. 26

 

© 2021 Bright Machines, Inc. Confidential information not to be distributed. 27

 

© 2021 Bright Machines, Inc. Confidential information not to be distributed. 28

 

© 2021 Bright Machines, Inc. Confidential information not to be distributed. 29

 

© 2021 Bright Machines, Inc. Confidential information not to be distributed. 30

 

Paradigm Shift Traditional Automation Bright Machines • Complex, hard to master programming • Vendor - specific and device - specific • Hard - coded procedural steps • Declarative visual programming • Abstracts and virtualizes hardware to avoid vendor lock - in • Modern, integrated development environment © 2021 Bright Machines, Inc. Confidential information not to be distributed. 31

 

Write Once, Build Anywhere Low / No Code Programming Cloud - Based 3D Simulation (1) Debugging Calibration Device Integration Assembly Semantics (1) Functionality expected to be released in 2022. © 2021 Bright Machines, Inc. Confidential information not to be distributed. 32

 

Analyze line and inspection data for operational insights Analyze Control work orders and track production using dashboards and alerts Operate Physically deploy, test and debug Deploy Simulate assembly line flow, optimize performance Simulate Improving the End - to - End Automation Workflow Continuous Improvement Optimize assembly with data Design the Microfactory line, optimize configuration Design Inspect products and components for anomalies Inspect © 2021 Bright Machines, Inc. Confidential information not to be distributed. 33

 

Design the Microfactory line, optimize configuration Design B r i g ht wa r e ® Studio Brightware ® Platform Brightware ® I n s p ection ( 1) B r i g ht wa re ® Insights (2) Bright Machines ® Microfactory Simulate assembly line flow, optimize performance P hysic a l l y de pl oy, test and debug Control work orders and track production using dashboards and alerts Analyze line and inspection data for operational insights Analyze Inspect products and components for anomalies Simulate Deploy Operate Inspect Improving the End - to - End Automation Workflow © 2021 Bright Machines, Inc. Confidential information not to be distributed. 34 (1) Brightware ® Inspection customer trials in process, productization expected in 2022; (2) Brightware ® Insights expected to be released in near future.

 

Delivering a Full - Stack Solution Future Brightware ® Clou d - B ased Apps Process Standardization Brightware ® Platform Brightware ® Inspection (1) Brightware ® Insights (2) Product Quality & Process Improvement Bright Machines ® Microfactory Brightware ® Studio (1) Brightware ® Inspection customer trials in process, productization expected in 2022; (2) Brightware ® Insights expected to be released in near future. © 2021 Bright Machines, Inc. Confidential information not to be distributed. 35

 

• Software for low / no code configuration • Self - serve optimization of assembly instructions and machine settings • Line monitoring and control capabilities • Enables re - purposing and extension of equipment life • Standardized user experience • From CAD import to line simulation Advancing Customer Flexibility via Brightware Studio B r i g h tw a r e ® Studio © 2021 Bright Machines, Inc. Confidential information not to be distributed. 36

 

Recipes and Device Virtualization Conditional S t a t e ments Nesting Loop Iteration Parallel and Asy n chro no u s Execution Pre - Defined Lists Breakpoint Definition Event Triggering Error Handling Robotic Arms Material Feeding Conveying End - of - Arm Tools Vision System MES Integration Virtualized Devices Production Recipe B r i g h tw a r e ® Studio © 2021 Bright Machines, Inc. Confidential information not to be distributed. 37

 

Line Monitoring and Control Line Status Details Line Control Work Order Progress Quality Time Map Operational KPIs Applications Bar Product Details B r i g h tw a r e ® Studio © 2021 Bright Machines, Inc. Confidential information not to be distributed. 38

 

Improving Quality and Yield via Brightware Inspection Going beyond simple pass/fail system to enable defect classification, metrology, counterfeit detection, trends, and traceability Turnkey Solution • End - to - end solution with advanced vision, classification, metrology, analytics, and closed loop process improvement Fully Integrated • Rapidly employ data connections with common IT systems (e.g., MES, QMS, BI tools, databases, etc.) Extensible • Multiple inspection use cases can be integrated into base machine learning model Easy - to - Use • No need for programming experts to train, modify, deploy, monitor, and report inspections Cable Routing and Plug Check Fan Standoff and Airflow Check Label Placement Component Check Assembly Defect Detection B r i g h tw a r e ® Inspection © 2021 Bright Machines, Inc. Confidential information not to be distributed. 39

 

• Analyze data across multiple Microfactory lines, from anywhere • Leverage real - time and historical data • A secure, unified edge - to - cloud environment • Provides data visualizations for: − Diagnostic insights − Operational insights − Process insights Continuous Improvement via Brightware Insights B r i g h tw a re ® Insights © 2021 Bright Machines, Inc. Confidential information not to be distributed. 40

 

Pick & Screwing Heat Sink DIMM Card Bar Code Labeling Dispensing Soldering Vision Clamping PRFID And More… Place Assembly Insertion Scanning Inspection Traceability Software - Ready Microfactories Automated Material Feeding Automated Material Transport Bright Robotic Cell On - Cell HMI End - of - Arm Tools Bright Machines ® M icrof actory © 2021 Bright Machines, Inc. Confidential information not to be distributed. 41

 

Brightware Platform Architecture Containerized Microservices • Scalable, securable, and deployable on - cell, on the line, or in the cloud • Allows developers to flexibly and easily consume services and APIs Operating System • Leverages modern programming paradigms, bridges to traditional PLCs • Increased Declarative vs. Procedural automation approach Semantic Data Model • Backed by a fault - tolerant distributed data transport layer • Simplifies connections to/from external systems (ERP, MES, etc.) B r i g h tw a r e ® Platform © 2021 Bright Machines, Inc. Confidential information not to be distributed. 42

 

Extensive IP Portfolio Bright Machines’ patent portfolio is comprised of 36 issued U.S. patents, with another 18 U.S. and international patent applications. The issued patents can be broadly categorized as follows: Test & inspection (HW, SW, ML, processes) 11% Electronic components design & manufacturing 8% Robotics (EOA, perception, planning) 3% Components, tooling and processes for improved automation and quality 45% Ma t erial feeding 14% Automation (process & workflow) 19% x 5 - Material feeding x 4 - Test & inspection (HW, SW, ML, processes) x 3 - Electronic components design & manufacturing x 1 - Robotics (End - of - arm [EOA], perception, planning) x 16 - Components, tooling and processes for improved automation and quality x 7 - Automation (process & workflow) © 2021 Bright Machines, Inc. Confidential information not to be distributed. 43

 

Design the Microfactory line, optimize configuration Design B r i g ht wa r e ® Studio Brightware ® Platform B r i g ht wa re ® Inspection B r i g ht wa re ® Insights Bright Machines ® Microfactory Simulate assembly line flow, optimize performance P hysic a l l y de pl oy, test and debug Control work orders and track production using dashboards and alerts Analyze line and inspection data for operational insights Analyze Inspect products and components for anomalies Simulate Deploy Operate Inspect End - to - End Automation Workflow © 2021 Bright Machines, Inc. Confidential information not to be distributed. 44

 

Technology Direction R&D Focus Areas Capability Building Advanced component feeding using 3D computer vision Near - Real - Time processing for fast 3 rd party development Rapid, high - precision hardware device calibration Synthetic labelled training images for faster deployments Modular “containerization” to deploy anywhere Open software platform architecture to extend value Over 300 scientists, engineers, and technologists skilled in: © 2021 Bright Machines, Inc. Confidential information not to be distributed. 45 • Computer - aided design • Simulation • Computer graphics • 3D scanning • Computer vision • Machine learning • Internet of things • Robotics • Manufacturing controls • Mechanical engineering • Electrical engineering • Industrial engineering • Cloud computing • Product security • And more…

 

Software - First Integrated Workflow Cloud - First Platform Approach Data at the Center of Continuous Improvement © 2021 Bright Machines, Inc. Confidential information not to be distributed. 46

 

03 Product and Technology Q&A © 2021 Bright Machines, Inc. Confidential information not to be distributed. 47

 

04 Customer Traction and Growth © 2021 Bright Machines, Inc. Confidential information not to be distributed. 48

 

© 2021 Bright Machines, Inc. Confidential information not to be distributed. 49 “What stood apart with Bright Machines is the fact that [their solution] is highly software - driven, which means that it's a lot more flexible. We believe that this will be a pivotal moment for our power tool family, in terms of how we automate and how we support our customer needs [to] build where we sell in the regions that we serve.” Sudhi Bangalore CTO, Global Operations Stanley Black & Decker “We are leveraging our Industry 4.0 capabilities to drive manufacturing automation throughout many of our factories. We are deploying multiple projects in our Charlotte manufacturing facility that have a payback of less than 1 year. These flexible automation projects enable the labor efficiency and increased throughput required to deliver outsized productivity and enable our ‘Make Where We Sell’ strategy.” Don Allan President & CFO Stanley Black & Decker

 

Segmentation by Size and Industry Vertical 7 7% 23% Enterprise Mid - market % Bookings by Segment (1) 30% 2 4% 23% 1 4% Computing & Electronics Industrial Equipment & Tools Medical Equipment & Supplies Automotive Components Home Appliances Other Discrete Products © 2021 Bright Machines, Inc. Confidential information not to be distributed. 50 % Bookings by Vertical (2) 8% 1% (1) Bookings via contract manufacturing accounts allocated based on end customer size. Enterprise customer defined as global revenue ≥ $1bn; Mid - market customer defined as global revenue < $1bn. Based on cumulative bookings to date. (2) Bookings via contract manufacturing accounts allocated across end customer verticals. Based on cumulative bookings to date. • Primary focus on global enterprise accounts which: − Value our software and are interested in a common, platform - based approach − Have expansion potential across multiple lines and facilities − Want to utilize automation to reshore production − Operate in one of our targeted high - growth vertical markets

 

Customer Focus Bright Machines targets customers in need of enabling manufacturing resiliency, reshoring or distributed manufacturing C us t o m er Type Enterprise Ma n u f a c t u r e rs • Global en t er p ri s e manufacturing companies • Annual revenues > $1bn Midmarket Contract Ma n u f a c t u r e rs Ma n u f a c t u r e rs • Handles • Mid - sized, regional outsourced OEMs manufacturing on • Annual revenues behalf of OEMs < $1bn • Includes EMS companies Customer Needs • Enable ea sier reshoring • Address labor shortage • Turnkey solution • Reduce cost of • Increase output product quality and lower • Address labor assembly time shortage International Expansion Strategy NORTH AM ERICA © 2021 Bright Machines, Inc. Confidential information not to be distributed. 51 EU R O PE A S IA Focused primarily on serving U.S. and Europe - based OEMs in the near - term; may expand into Asia with these customers over time

 

Case Study: Opportunity & Evaluation V S. • Proposals based on traditional, hardware - first automation • Slow, custom development with known history of delays • Longer changeover time to reconfigure production line • Customer burned by prior SI partners charging for multiple ECOs (engineering change orders) © 2021 Bright Machines, Inc. Confidential information not to be distributed. 52 • Proposal based on software - first, flexible automation solution • Faster deployment using modular hardware with integrated software • Ability to quickly select and run pre - configured recipes for each of 18 SKUs • Platform approach lowers risk of future ECOs Automation Options Considered System Integrators Bright Machines Customer Problem Statement (1) North American manufacturer needed to scale up capacity at new factory • Currently assembling 3m units per year using manual labor • 18 different product SKUs • Labor rates 75% higher than before Customer requirements: • Delivery within 26 weeks • < 10 min changeover for 18 SKUs • Cost competitive with current process – payback < 3 years (1) Source: Data and requirement metrics provided by customer.

 

Case Study: Bright Machines Solution & Results Manual As s embly Bright Mach i nes Number of operators 20 2 Units per hour 700 900 First pass yield 93% 98% < 10 min changeover Yes Yes Product traceability No Yes Production efficiency 70% OLE (2) 85% OEE (3) Pick base and place on pallet Press fit terminals Pick terminals and place in base Pallet e l e v a t or Pallet e l e v a t or Print label and apply to cover Pick and place cover onto base Cost: $750k Annual savings: $300k/year Payback time: 2.5 years Bright Machines’ Solution Performance Comparison (1) Microfactory line consisting of 7 robotic cells configured to assemble the bases of smoke detectors Operator view showing Bright Machines recipe running © 2021 Bright Machines, Inc. Confidential information not to be distributed. 53 (1) Based on Bright Machines testing and estimates; (2) OLE = Overall Labor Effectiveness; (3) OEE = Overall Equipment Effectiveness.

 

Significant Potential with Enterprise Accounts in High Growth Verticals (1) Annual capex varies by customer depending on extent of brand - new vs. upgrades of existing facilities and equipment investments. (2) Bright Machines estimates of potential hardware sales with recurring software and services revenue over next 5 years. (3) Cumulative bookings as of September 2021. Annual Revenue Co m p u ti n g & Electronics Company $50 billion ~5 $ 1 ,000 m+ ~$90 m $2m Medical E qu i p m e n t & Supplies Company $2 billion 20+ ~$40m ~$20m $8 m Industrial Equipment & Tools Company $15 billion ~60 $450m+ ~$ 1 3 0m $ 1 5m Sample C us tom e r A c cou n t s Customer Data Bright Machines Data # of Global Sites Annual Capex (1) Est. Account Oppty (2) Bookings (3) © 2021 Bright Machines, Inc. Confidential information not to be distributed. 54

 

Sample “Land & Expand” Scenario Median Deal Size ( $ m illio n s ) Number of Product SKUs $0.1 $0.4 $1.0 $2.1 1 2 3 4 1 1 Product 2 2 - 3 Products 3 Multiple Products 4 Multiple Plants E a r l y 2 0 2 1 2020 L a t e 2 0 2 1 E x p e c t e d 2 0 2 2 + Brightware® Studio Brightware® Inspection Brightware® Insights © 2021 Bright Machines, Inc. Confidential information not to be distributed. 55

 

Sales Organization Growth & Evolution Over Time Strategic Focus Capabilities Added T e a m Si z e (1) Sales | Total GTM Headcount (1) Sales = quota - carrying sales reps, GTM = Go - to - Market; targeted headcount for 2022+ 2022 + Expand globally and broaden installed base • Sales / partner enablement • Customer success • EMEA sales team expansion 30 50+ 20 2 1 Accelerate growth and drive functional excellence • Global / key account management • Inside account development reps • Professional services 20 40 Segment customer accounts and extend sales coverage • Sales development reps • Proactive customer acquisition • Manufacturers’ rep program 10 29 2020 Build the team and create the co mm e r ci a l e n gi n e • Demand generation • Competitive intelligence • Technical pre - sales 4 13 2019 © 2021 Bright Machines, Inc. Confidential information not to be distributed. 56

 

05 Financial Overview © 2021 Bright Machines, Inc. Confidential information not to be distributed. 57

 

$38 – $40m Flex contract: $15m Proje cted backlog: $30m Additional bookings: $25m High Visibility into Near - Term Performance with Strong Pipeline Identified pip eline of ~$150m $70m Current Revenue Forecast (1) 2021E Note: Non - GAAP numbers that do not include 2021 – 2023 revenue related to Flex accounting adjustment. (1) Bright Machines estimates. 2 02 2 E Current Revenue Forecast (1) Detailed Revenue Pipeline (1) $70m © 2021 Bright Machines, Inc. Confidential information not to be distributed. 58

 

Strong Growth Platform with an Improving Margin Profile Note: Non - GAAP numbers that do not include 2021 – 2023 revenue related to Flex accounting adjustment. (1) Bright Machines estimates. • Subscription software and services expected to grow 2 - 3X annually for the next 5 years • The number of assembly lines powered by Bright Machines software expected to grow 2X every year • Building a partner network in 2022 to expand our deployment capacity and accelerate growth in 2023 and beyond • We expect to deliver 20 - 25% gross margin for the lines built by Bright Machines , as we move from the “Land” phase of our business to “Expand” G r o s s Mar g i n % 40% 50% 6 0%+ 11% 29% M icr o f acto r y R e v enue Software and Services Revenue 2021 – 2025E Revenue CAGR ~100% 203 0E 2021E 2022E 2023E 2024E 2025E $70 $164 $317 $727 $38 - 40 ($ in millions) Summary Forecasted Financials (1) Key Growth Drivers (1) ~$3 , 6 00 ~$2 , 3 00 ~$1 , 3 00 © 2021 Bright Machines, Inc. Confidential information not to be distributed. 59

 

Attractive Unit Economics Forecasted Microfactory Economics (1) F o re c a s t ed S o f t w a re a n d S e r v ice s E conomi c s (1 ) 9% 29% 20% 39% G r o s s M ar g i n % 17% 72% 59% 73% M icr o f acto r y R e v enue G r o s s M ar g i n % $21 $51 $130 $234 $483 $(19) $4 $27 $67 $188 2021E 2022E 2023E 2024E 2025E Microfactory Gross Profit ($ in millions) Note: Non - GAAP numbers that do not include 2021 – 2023 revenue related to Flex accounting adjustment. (1) Bright Machines estimates. $17 © 2021 Bright Machines, Inc. Confidential information not to be distributed. 60 $83 $244 $0 $19 $3 $34 $20 $59 $178 2021E 2022E Software and Services Revenue 2023E 2024E 2025E Software and Services Gross Profit

 

Upfront + milestone - based payments $1m per Microfactory line 20 – 25% gross margin Annual Recurring Revenue $100k – 200k / line / year 65 – 75% gross margin Balanced Business Model Approach Post - sales service & support, including ma intena nce, repairs, spares $ 0 . 75 $ 1 . 00 $ 1 . 25 $ 1 . 50 ($ in millions) $1.75 $0.50 Year 1 Year 2 Microfactory Revenue Y ea r 3 Y ea r 4 Software and Services ARR B ri g h t Ma c hi n e s ® Microfactory Brightware ® Platform Brightware ® Studio Brightware ® Inspection Brightware ® Insights 500 lines x $200k per line = $100m ARR © 2021 Bright Machines, Inc. Confidential information not to be distributed. 61 Unit Economics Per Line (Cumulative) (1) (1) Bright Machines projections.

 

Q&A © 2021 Bright Machines, Inc. Confidential information not to be distributed. 62 06

 

07 Closing Remarks © 2021 Bright Machines, Inc. Confidential information not to be distributed. 63

 

Led by a Team of Highly Talented Industry Veterans Brian Mathews Chief Technology Officer Tzahi Rodrig Chief Operating Officer Amar Hanspal Chief Executive Officer and Co - Founder Michael Keogh Chief Financial Officer Abhishek Pani Chief Product Officer Caroline Pan Chief Marketing Officer Fiorella Dettorre Chief Human Resources Officer Bill Griffin Chief Revenue Officer Victoria Libin General Counsel © 2021 Bright Machines, Inc. Confidential information not to be distributed. 64

 

Differentiated Competitive Advantage Emerging Players A u t o mat i o n In cu mbents • Traditional, hardware - based automation solutions • Highly - customized to a specific product / SKU • Difficult to maintain and expensive to change once deployed • Software - only, not full stack • “Point solutions” focused on specific tasks • Lack of deep manufacturing process expertise Easily integrates with external systems x Flexible, scalable, resilient x End - to - end workflow x Software first x Full stack x © 2021 Bright Machines, Inc. Confidential information not to be distributed. 66

 

Large and growing TAM, primed for proliferation of next - gen automation Next - gen advanced manufacturing will be guided by a unified architecture that bridges the edge to the cloud Large & Expanding Add r e s s able Ma r k e t P r o v e n C us t omer Traction Validation from 25+ blue - chip customers, including leading Fortune 500 companies Customer - proven platform with ~100% sales CAGR forecasted from 2021E to 2025E (1) De ep T ec h n olo g y Moat Proprietary IP includes 36 patent filings in automation processes and workflows, robotics, material feeding, and more Employing over 150 software and AI engineers Experienced Ma n age m e n t Team We believe Bright Machines is pioneering the platform for AI - driven advanced manufacturing Proven executives with deep technology and industrial automation expertise A Unique Opportunity (1) Bright Machines estimates; does not include 2021 – 2023 revenue related to Flex accounting adjustment. © 2021 Bright Machines, Inc. Confidential information not to be distributed. 67

 

Let the new era of manufacturing begin: BrightMachines.com