UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): October 20, 2020

 

B. RILEY PRINCIPAL MERGER CORP. II

(Exact name of registrant as specified in its charter)

 

Delaware   001-39291   84-4290188
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

299 Park Avenue, 21st Floor

New York, NY 10171

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (212) 457-3300

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant   BMRG.U   The New York Stock Exchange
Class A common stock, par value $0.0001 per share   BMRG   The New York Stock Exchange
Warrants, each whole warrant exercisable to purchase one share of Class A common stock, each at an exercise price of $11.50 per share   BMRG WS   The New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

  

Item 7.01. Regulation FD Disclosure.

 

In connection with the previously announced business combination (the “business combination”) between B. Riley Principal Merger Corp. II (the “Company”) and Eos Energy Storage LLC (“Eos”), furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein is the investor presentation that was used by the Company and Eos at an analyst day held on October 20, 2020.

 

The information in this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, regardless of any general incorporation language in such filings. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information of the information in this Item 7.01.

 

Additional Information and Where to Find It

 

In connection with the business combination, the Company filed a preliminary proxy statement, and intends to file a definitive proxy statement (the “Business Combination Proxy Statement”), with the U.S. Securities and Exchange Commission (the “SEC”) containing a full description of the terms of the business combination.

 

Investors and security holders of the Company are advised to read the preliminary Business Combination Proxy Statement and any amendments thereto and, when available, the definitive Business Combination Proxy Statement, in each case filed in connection the business combination, as these materials will contain important information about the business combination. The definitive Business Combination Proxy Statement will be mailed to the Company’s stockholders of record as of a record date to be established for the special meeting of stockholders relating to the business combination. Stockholders will also be able to obtain copies of the Business Combination Proxy Statement, without charge, once available, at the SEC’s website at www.sec.gov or by directing a request to: B. Riley Principal Merger Corp. II, 299 Park Avenue, 21st Floor, New York, NY 10171.

 

Forward Looking Statements

 

Certain statements made in this Current Report on Form 8-K are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this Current Report on Form 8-K, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, that may affect actual results or outcomes include: the inability of the Company to enter into a definitive agreement with respect to the potential business combination or to complete the contemplated transactions with Eos; matters discovered by Eos or the Company as they complete their respective due diligence investigation of the other; the risk that the approval of the stockholders of the Company for the business combination is not obtained; the inability to recognize the anticipated benefits of the potential business combination, which may be affected by, among other things, the amount of funds available in the Company’s trust account following any redemptions by the Company stockholders; the ability to meet Nasdaq’s listing standards following the consummation of the transactions contemplated by the potential business combination; costs related to the potential business combination; and those factors discussed in the Business Combination Proxy Statement under the heading “Risk Factors,” and other documents of the Company filed, or to be filed, with the SEC. The Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

 

1

 

 

Participants in the Solicitation

 

The Company and its directors and executive officers may be considered participants in the solicitation of proxies with respect to the business combination described herein under the rules of the SEC. Information about those directors and executive officers and a description of their interests in the Company is contained in the Business Combination Proxy Statement. These documents can be obtained free of charge from the sources indicated above.

 

Non-Solicitation

 

The disclosure herein is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the potential business combination and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of the Company, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a definitive document.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

 

EXHIBIT INDEX

 

Exhibit No.   Description
99.1   Investor Presentation, dated October 20, 2020.

 

2

 

  

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  B. RILEY PRINCIPAL MERGER CORP. II
     
Dated: October 20, 2020 By: /s/ Daniel Shribman
    Name:  Daniel Shribman
   

Title:

Chief Executive Officer and

Chief Financial Officer

 

 

3

 

Exhibit 99.1

 

Eos Energy Storage Analyst Day Presentation October 2020

 

 

Disclaimer 2 This presentation does not purport to contain all of the information that may be required to evaluate a possible voting or investment decision with respect to B. Riley Principal Merger Corp. II (“BRPM II”). The recipient agrees and acknowledges that this presentation is not intended to form the basis of any voting or investment decision by the recipient and does not constitute investment, tax or legal advice. No representation or warranty, express or implied, is or will be given by BRPM II or Eos Energy Storage LLC (“Eos”) or any of their respective affiliates, directors, offi cers, employees or advisers or any other person as to the accuracy or completeness of the information in this presentation or any other written, oral or other communications transmitted or otherwise made available to any party in the course of its evaluation of a possible transaction between BRPM II and Eos (the “Transaction”), and no responsibility or liability whatsoever is accepted for the accuracy or sufficiency thereof or for any errors, omissions or misstatements, negligent or otherwise relating thereto. The recipient also acknowledges and agrees that the information contained in this presentation is preliminary in nature and is subject to change, and any such changes may be material. BRPM II and Eos disclaim any duty to update the information contained in this presentation. BRPM II and Eos have executed a letter of intent (“LOI”) with respect to the proposed Transaction. The proposed Transaction is subject to, among other things, the approval by BRPM II’s shareholders, satisfaction of the conditions stated in the LOI and other customary closing conditions. Accordingly, there can be no assurance that a definitive agreement will be entered into or that the proposed Transaction will be consummated. Important Information About the Business Combination and Where to Find It BRPM II, a publicly traded special purpose acquisition company, and Eos have entered into a definitive merger agreement for a business combination that would result in Eos becoming a publicly listed company. Upon closing of the transaction, the combined company will be renamed Eos Energy Storage, Inc. and intends to list its shares of common stock on Nasdaq under the ticker symbol “EOSE”. In connection with the business combination, BRPM II has filed a preliminary proxy statement with the United States Securities and Exchange Commission (“SEC”). BRPM II stockholders and other interested persons are advised to read, when available, the preliminary proxy statement and any amendments thereto and, once available, the definitive proxy statement, in connection with BRPM II’s solicitation of proxies for the meeting of stockholders to be held to approve, among other things, the Transaction, because the proxy statement will contain important information about BRPM II, Eos and the Transaction. This material is not a substitute for the definitive proxy statement/prospectus regarding the Transaction. Investors and securityholders are urged to read the proxy statement, any amendments thereto and any other relevant documents that are filed with the SEC carefully and in their entirety because they contain important information about BRPM II, Eos and the propped business combination. When available, the defi nitive proxy statement will be mailed to BRPM II stockholders as of a record date to be established for voting on the Transaction. Stockholders will also be able to obtain copies of the proxy statement, without charge, once available, at the SEC’s website at www.sec.gov. Copies of the documents filed with the SEC by BRPM II when and if available, can be obtained free of charge by directing a written request to B. Riley Principal Merger Corp. II, 299 Park Avenue, 21st Floor, New York, New York 10171 or by telephone at (212) 457 - 3300. Participants in the Solicitation BRPM II and its directors and executive officers may be deemed participants in the solicitations of proxies from BRPM II’s stockholders with respect to the Transaction. A list of the names of those directors and executive officers and a description of their interests in BRPM II is contained in the preliminary proxy statement and will be included in the definitive proxy statement when available. Eos and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the stockholders of BRPM II in connection with the Transaction. Forward - Looking Statements and Investment Considerations This presentation includes “forward - looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1996. BRPM II’s and Eos’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward - looking statements as predictions of future events. Words such as “expect”, “estimate”, “project”, “budget”, “forecast”, “anticipate”, “intend”, “plan”, “may”, “will”, “could”, “should”, “believes”, “predicts”, “potential”, “continue”, and similar expressions are intended to identify such forward - looking statements. These forward - looking statements include, without limitation, BRPM II’s and Eos’s expectations with respect to future performance and anticipated financial impacts of the Transaction, the satisfaction of closing conditions to the Transaction and the timing of the completion of the Transaction. These forward - looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Factors that may cause such differences include, but are not limited to: (1) the inability of BRPM II to enter into a definitive agreement with respect to the Transaction or to complete the Transaction; (2) matters discovered by BRPM II or Eos as they complete their respective due diligence investigations of each other; (3) the outcome of any legal proceedings that may be instituted against BRPM II or Eos following announcement of the Transaction; (4) the risk that the announcement or consummation of the Transaction disrupts current plans and operations; (5) the inability to recognize the anticipated benefits of the Transaction; (6) costs related to the Transaction; (7) changes in the applicable laws or regulations; and (8) other risks and uncertainties indicated from time to time in BRPM II’s filings with the SEC. BRPM II cautions that the foregoing list of factors is not exclusive and not to place undue reliance upon any forward - looking statements, which speak only as of the date made. Neither BRPM II nor Eos undertakes or accepts any obligation to release publicly any updates or revisions to any forward - looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. Industry and Market Data In this presentation, we rely on and refer to information and statistics regarding market participants in the sectors in which Eos competes and other industry data. We obtained this information and statistics from third party sources, including reports by market research firms and company Filings. Trademarks This presentation may contain trademarks, service marks, trade names and copyrights of other companies, which are the property of their respective owners. Solely for convenience, some of the trademarks, service marks, trade names and copyrights referred to in this presentation may be listed without the TM, SM © or ® symbols, but BRPM II and Eos will assert, the fullest extent under applicable law, the rights of the applicable owners, if any, to these trademarks, service marks, trade names and copyrights. No Offer or Solicitation This presentation shall not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Transaction. This presentation 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. Use of Projections This presentation also contains certain financial forecasts of Eos, which were prepared in good faith on a basis believed to be reasonable. Such financial forecasts have not been prepared in conformity with GAAP. Neither BRPM II’s nor Eos’s independent auditors have studied, 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 opinion or provided any other form of assurance with respect thereto for the purpose of this presentation. These projections are for illustrative purposes only and should not be relied upon as being necessarily indicative of future results. In this presentation, certain of the above - mentioned projected information has been provided for purposes of providing comparisons with historical data. 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. Projections are inherently uncertain due to a number of factors outside of Eos’s control. Accordingly, there can be no assurance that the prospective results are indicative of future performance of the combined company after the Transaction or that actual results will not differ materially from those presented in the prospective financial inf orm ation. Inclusion of the prospective financial information in this presentation should not be regarded as a representation by any person that the results contained in the prospective financial information will be achieved. Use of Non - GAAP Financial Measures This presentation includes non - GAAP financial measures, including EBITDA. BRPM II and Eos believe that these non - GAAP measures are useful to investors for two principal reasons: 1) these measures may assist investors in comparing performance over various reporting periods on a consistent basis by removing from operating results the impact of items that do not reflect core operating performance; and 2) these measures are used by Eos’s management and board of directors to assess its performance and may (subject to the limitations described below) enable investo rs to compare the performance of Eos and the combined company to its competition. BRPM II and Eos believe that the use of these non - GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends. These non - GAAP measures should not be considered in isolation from, or as an alternative to, financial measures determined in accordance with GAAP. Other companies may calculate these non - GAAP measures differently, and therefore such measures may not be directly comparable to similarly titled measures of other companies. This presentation includes financial forecasts, includin g, but not limited to, with respect to Eos’s EBITDA. A reconciliation of these forward - looking non GAAP financial measures to the most directly comparable GAAP financial measures is not provided in this presentation because neither BRPM II nor Eos is able to provide such reconciliation without unreasonable effort.

 

 

Participating Management Dan Shribman CEO of B. Riley Principal Merger Corp. II and Chief Investment Officer of B. Riley Financial Russ Stidolph Chairman of the Board Joe Mastrangelo Chief Executive Officer Francis Richey Vice President, Research & Development Daniel Friberg Senior Vice President, Technology Sagar C. Kurada Chief Financial Officer Nathan McCormick Senior Vice President, Operations 3

 

 

A g enda 4 + Welcome, Transaction Overview Dan Shribman + Addressable Market Russ Stidolph + Company Overview Joe Mastrangelo + Technology Evolution Francis Richey + Product Development Daniel Friberg + Supply Chain Readiness Nathan McCormick + Pipeline and Growth Strategy Joe Mastrangelo + Financial Overview Sagar Kurada + Questions & Answers Management Team

 

 

Transaction Overview Dan Shribman CEO of B. Riley Principal Merger Corp. II and Chief Investment Officer of B. Riley Financial

 

 

Transaction Overview 1. B. Riley Principal Merger Corp. II (NYSE:BMRG, “BRPM II”) has entered into a definitive agreement to combine with Eos Energy Storage LLC (“Eos”) 2. The combined company is expected to be capitalized with $202m of new equity which will be used to support the build - out of incremental manufacturing capacity and accelerate the global sales pipeline 1 3. Deal capitalization includes a $40m equity commitment by B. Riley Financial 4. Existing Eos investors are rolling forward 100% of their equity in Eos into the combined company 5. The Board will be comprised of 7 members including: Chairman Russ Stidolph, CEO Joe Mastrangelo and B. Riley Financial CIO Daniel Shribman 6. Seeking to close business combination with first day of new Eos trading mid - November, subject to BRPM II stockholder approval (1) Based on fully diluted shares outstanding at $10.00 share price. Excludes 9.08MM warrants outstanding, with a strike price of $11.50 per share. Excludes 3.75MM earn - out shares. Assumes no redemption of BRPM II public shares. (2) Based on management’s estimates (3) Subject to certain downward adjustments, and the other terms and conditions set forth in the Merger Agreement, at Closing Eos’s securityholders will receive aggregate consideration equal to up to $300 million of shares of the BMRG II common stock (including shares issuable upon exercise of certain options to acquire such shares), or up to 30,000,000 shares (assuming exercise of certain options to acquire such shares) valued at $10.00 per share. 6 Sources ($mm) BRPM Cash Held In Trust $177 Existing Eos Shareholders Roll $300 PIPE backstop $40 Total Sources $517 Uses ($mm) Shares to Existing Eos Shareholders $300 3 Estimated Fees and Expenses $15 Cash to Facilitate Growth $202 Total Uses $517

 

 

Investment Rationale Energy storage provides flexibility and can enhance the reliability and resiliency of energy grid operations providing customer solutions. As renewable energy generation continues to grow, storage will play a critical role in balancing the variable output of wind and solar farms. Storage will can help to optimize renewable energy when there is excess generation and discharging energy when it is needed. Recent public policies and regulations updates will help energy storage reach its full potential. Eos represents a safe, scalable, efficient, low cost and reliable alternative to Lithium - ion with over 10 years of proven research and development. Experienced management team and a proven track - record of scaling business operations and growth • 1. Battery storage is the main technology driving the energy storage market today. • 2. • 3. • 4. • 5. • 6. 7

 

 

Addressable Market Russ Stidolph Chairman

 

 

The World is Electrifying – Global Energy Storage Market Estimated to Attract $660 Billion of Investment by 2040 9 27% Additional global electricity demand by 2030 (1) ~11% of global population without electricity Source: BNEF, U.S EIA, World Bank, United Nations. (1) Represents incremental global electricity demand to 2030 divided by 2019 global electricity consumption. 19% → 32% Secular shift to renewable penetration by 2030 15% U.S. share of global demand in this period 2,850 GWh Global storage opportunity by 2040

 

 

US Energy Ecosystem at Inflection Point 10 Energy storage to provide essential infrastructure for renewable energy proliferation and grid congestion management $200bn+ total storage spend by 2030; Every 1% market share in 2030 = $850m in revenue Source: BNEF; International Renewable Energy Agency; Solar Energy Industries Association Grid Co n ges t ion Made in A merica Grid security due to US - based manufacturing US to lead global transition to renewable energy Accelerated growth towards sustainable energy future • Energy storage to mitigate the need for infrastructure investment necessary to maintain grid integrity and security due to rising energy demand • $3.5Tn T&D spend required by 2030 • Storage can increase utilization of existing assets & relieve congestion during peak hours EOS • Estimated penetration in renewable energy from 18% in 2019 to 36% by 2030 • Battery technology to play a pivotal role in renewable energy development and reduce volatility of energy prices • 1,250 GW of additional capacity from renewables by 2024; Storage is key. • Partner to facilitate job creation and US energy independence • Domestic manufacturing to position the US at the frontier of the clean energy revolution • Patented domestic technology • No rare earth materials, further increasing energy independence Re n e w a b le Energy

 

 

3,000 3,000 2 , 00 0 1 , 82 5 1 , 00 0 New York A r i z o n a New Jersey C a li f o r n ia Massachusetts Regulatory Policy Acting as a Significant Tailwind for Energy Storage Deployment 11 Cumulative Energy Storage Deployments Sources: HIS, BNEF. CA ▪ 13 GWH of Battery Storage by 2030 in California. ▪ The CPUC has mandated utilities to procure up to 500 MW of BTM storage MA ▪ Energy storage procurement target of 1,000 MWh by 2025 ▪ SMART program calls for 1,600 MW of PV but includes ‘adders’ if paired with storage NY ▪ Target of 1,500 MW by 2025 (3,000 MW by 2030), 500 MW expected is C&I ▪ $400M in state funding available for energy storage projects NJ ▪ Announced energy storage deployment target of 2 GW by 2030, with an interim goal of 600 MW by 2021 AZ ▪ Anticipated 3 GW energy storage target to be achieved by 2030 ▪ Clean Peak Target which increases clean resources deployed during peak times by 1.5% per year until 2030 Target year(s) 2025, 2030 2030 2021, 2030 2024 2025 U.S. State Energy Targets Pending Target Long - term Target MWh 771 80 . 8 - 103 . 4 35.4 - 61 17 - 28.7 5.5 - 13.6 >0 - 2.3 0 Interim Target

 

 

Renewable Energy Penetration to Drive Energy Storage Growth Renewable Growth • Electricity generation from renewable energy sources rises from 17% in 2019 to 20% in 2020 and to 22% in 2021. • Since 2015, US solar energy production has increased 4x+ Why Now? Renewable energy contributed 76% of total added electricity capacity in 2020, higher than other sources of energy for the first time 12 Source: BNEF. (1) Wood Mackenzie, April 2020 Report (2) California Public Utilities Commission “reference system portfolio” report, March 2020 Storage Dynamics • 348 GW New - build storage by 2030 • ~$203B storage investment by 2030 • In the U.S. alone, battery storage deployments are expected to increase six - fold by 2025 • 15 US States with storage policies • ~$2.8B potential value of Eos urban storage projects in NYC (1) alone. Renewable Energy Growth 25% of total generated electricity in the US by 2025, up from 15% 1 today Need for Storage 50% 2 + of solar projects are expected to have storage capacity Projected Growth Energy storage to grow by 22 % CAGR in the US from 2020 through 2040 - Source: BNEF, NYC Planning and October 2020 EIA Short - term Energy Outlook - 1) Assumes 10% Eos penetration rate for indoor urban storage projects in large NYC buildings with basements (~23,000). Assumes Eos provides the DC system only (and one per building).

 

 

Company Overview Joe Mastrangelo Chief Executive Officer

 

 

Eos Energy Storage System Eos is powering the clean energy renaissance with a positively ingenious energy storage solution • Global energy storage market estimated to grow 20% CAGR over 20 years • Eos technology is optimized for the 4+ hour storage market • Zinc electrolyte - based chemistry; No rare earth minerals required • Fully recyclable, non - flammable, and non - toxic • Made in the USA Energy storage serves as a central catalyst for modernizing and creating a more reliable and resilient, efficient, sustainable, and affordable grid. 14

 

 

Leveraging Scalable, Smart, Safe Technology for a Best - in - Class Commercial Battery Solution Eos Value Proposition Simple • Five core commodities in a simple configuration - Zinc - Bromine - Titanium - Graphite Felt - Plastic Scalable • 7 - Easy steps of manufacturing • 12 months or less set up time • Readily available commodities used in other industries • No supply chain constraints Smart • Modular product configuration • Easily integrated DC system • Fully integrated battery management software stack Safe • No risk of fire or thermal runaway • Wide operating range from - 20 O - 45 O C without HVAC Co m mercial • Asset sale • AC or DC i nte g rati o n • Financing / leasing • Extended warranty • A f ter - m a r ket support • Easy to maintain Our technology is a next generation storage solution helping to advance a low carbon, more resilient and sustainable energy future. 15 Sustaina b le • Fully recyclable • No rare earths or conflict materials • Batteries can be refurbished, repackaged and resold

 

 

We are committed to continuous improvement and innovation. Technology Evolution Significant milestones achieved since inception Gen. 1.0 commercial prototype Gen. 2.0 beta system released Operating Gen. 2.0 projects Gen. 2.3 program launch Gen. 3.0 program launch Gen 1.0 performance Power .5 kW Energy 2.1 kWh RTE 65 - 70% Gen 2.0 performance Power 100 kW Energy 300 kWh RTE 70 - 75% Gen 2.3 performance Power 150 kW Energy 600 kWh RTE 75 - 80% Gen 3.0 performance Power 175 kW Energy 700 kWh RTE 80%+ ▪ Robust mechanical design ▪ BMS software & firmware ▪ Field operations ▪ Product certifications ▪ Containerization ▪ Plastics welding ▪ Material reduction ▪ Improved manufacturing yields ▪ Fully recyclable ▪ Reduce footprint ▪ Low cost of material ▪ Lower installation costs ▪ Executed on 3 continents ▪ Operated from - 10C to 50C without HVAC ▪ DC coupled solar to C&I installations 2017 2018 2019 2020 2021+ Gen 2.0 performance Power 100 kW Energy 300 kWh RTE 70 - 75% Note: Performance of Gen 2.0 Beta has been validated by a third - party commissioned expert technical report. 16

 

 

Simple, Efficient, Modular & Scalable Manufacturing Company plans to have 7+ GWh of production capacity by 2024 • <$30m Capex required to build one GWh facility • 180 days to roll out a new production line Welded C o llec t ors Heat & Treat Titanium Glue G raphi t e Felt Welding In f r a - red Frame Mix Electr o l y te Fill Bat t eries Co n tai n eri z e + BMS Note: Holtec, a leading nuclear & power equipment maker is a strategic investor in Eos, and its JV partner in Pittsburgh; Eos maintains optionality on wholly - owned manufacturing facility going forward 17 Eos’ highly scalable manufacturing platform can be localized anywhere in the world in <12 months for less than ~$30m.

 

 

Lower Customer Risk, Increased ROI, Added Safety Improved performance resulting in ~30% reduction in levelized cost of storage 18 Depth of Discharge $52/kWh CapEx Savings Eos: Designed for 100% utilization, no additional upsizing required Li - ion: 80% DoD requires 20% more batteries to deliver the same kWh Ride Through Grid Outages ☐ Availability Eos: Continue charging even when AC grid is down Li - ion: Cannot operate without grid power (due to aux. load) Wide Operating Temperature Range $17/kWh CapEx Savings Eos: Flat performance curve from – 20 to 45⁰C; no need for HVAC Li - ion: Restricted to 25⁰C “ 5⁰C; requires HVAC and fire suppression Low Maintenance $1/kWh/yr Opex Savings Eos: Simple fans, no fire suppression, recovers from 90⁰C+ abuse cycles Li - ion: HVAC and fire suppression, requires maintenance CapEx Minimal Auxiliary Load $2/kWh/yr Opex Savings Eos: Fans represent 1.5% of delivered energy Li - ion: HVAC represents 8% of delivered energy No Supply Chain Constraints <6 month lead time Eos: Widely available commodities and off - the - shelf components Li - ion: Limited supply of Lithium and Cobalt, competing demand from portables and EVs Flat Degradation Curve $3/kWh/yr Opex Savings Eos: 1.8% / year loss of energy; 20+ year life Li - ion: 2.5% / year loss of energy; 12 year life Fully Recyclable $4/kWh NPV Savings Eos: All components are recyclable, salvage value of 30% of cost Li - ion: non - recyclable components, $8/kWh disposable cost (1) RTE (round trip efficiency) is defined as the amount of energy retained in the storage system from the original DC input and supplied thereafter to a DC / AC system during discharge Flexible Charge / Discharge Duration Eos: Can charge and discharge at different rates depending on changing use cases Li - ion: Charge and Discharge rates are fixed at the start, and can degrade life if not used as rated☐ Revenue ☐ Risk

 

 

Drivers • Lower initial capital expenditure • Lower lifetime operating cost • Improved charging costs • Minimal Auxiliary load losses Robust Long - Term Value Proposition to Customer 19 Eos Li - Ion Flow Competing Technologies Lower lifetime cost & lower risk Customer Value Proposition E os Lithium - Ion ~6.9 ⍧ (27%) ~5 . 1 ⍧

 

 

Eos Technology Uses & Applications Storage solution optimized for the critical 4+ hour global storage market; ideal for renewable plus storage and grid congestion applications 20 Market Segments Application Value Proposition Market Size Pipeline Clients Renewables ▪ Co - location of battery storage with renewable generation assets ▪ Shift renewable power to when the grid needs it most ▪ Avoid curtailment and enable higher utilization of clean power assets ▪ 34,159 MWh ▪ CAGR +35% vs. 2020 Utility ▪ T&D deferral and Grid Resilience ▪ Shaving peak loads and replace aging peaker generation assets ▪ Ability to defer/mitigate infrastructure upgrade costs and minimize outages ▪ Provides easy to deploy generation capacity to load centers where it is needed most ▪ Store inexpensive electricity for use during peak hours ▪ 28,787 MWh ▪ CAGR +33% vs. 2020 C ommerc i al & Industrial ▪ Behind - the - meter energy management solutions at large commercial or industrial sites ▪ Microgrid resiliency and peak shifting ▪ Shift peak demand needs to reduce electricity costs ▪ Microgrid resiliency/backup power ▪ Security ▪ 15,405 MWh ▪ CAGR +31% vs. 2020 Eos technology enables its customers to advance their own sustainability, resiliency and low - carbon goals

 

 

Technology Evolution Francis Richey Vice President, Research & Development

 

 

What are the Key Characteristics of a Battery Storage System? Self Discharge Occurs when the stored charge (or energy) of the battery is reduced through internal chemical reactions, or without being discharged to perform work for the grid or a customer. State of Charge Expressed as a percentage, represents the battery’s present level of charge and ranges from completely discharged to fully charged Round Trip Efficiency measured as a percentage, is a ratio of the energy charged to the battery to the energy discharged from the battery. Operating Temperatures Is the ambient temperature environment where the system is located. Degradation rates and energy capacity can change with temperature for some battery chemistries. Cycle Life/Lifetime is the amount of time or cycles a battery storage system can provide regular charging and discharging before failure or significant degradation Storage Duration Is the amount of time storage can discharge at its power capacity before depleting its energy capacity. Energy Capacity is the maximum amount of stored energy Rated Power Capacity the maximum rate of discharge that the BESS can achieve, starting from a fully charged state. 22

 

 

Eos Chemistry Overview x Reversible zinc plating and halide redox with large aqueous electrolyte pool in a sealed bipolar battery x Zn and Zn2+ accumulate at the anode Ti current collector x Ha and Ha - accumulate at the cathode current collector Top of Charge Chemical Inspiration: Zinc Plating Baths To specifically design and build a battery for the utility; combining known chemistries and striving to simplify design, manufacturing, and system requirements 23 End of Discharge and Rest

 

 

Superior Technology Delivers Competitive Advantages Over Li - ion Safer, environmentally friendly and cheaper energy storage solution VS SCALABLE ✓ Low cost aqueous zinc ✓ Unrestricted depth of discharge ✓ Flexible modular configurations, AC or DC coupled, outdoor or indoor ✓ Plug & play design with battery management system ✓ No rare earth material ✓ Fully recyclable ✓ No fire risk / thermal runaway ✓ Operating in extreme heat / cold ✓ 15 – 30yr. battery life ✓ Logged 10,000 operating hours in the field ✓ No sudden death ✓ Made in America (Pittsburgh, PA) ✓ No clean rooms needed ✓ Highly capital efficient and modular manufacturing ✓ Manufacturing platform deployable in <12 months anywhere in the world for less than $30m (GWh/yr.) • Higher Maintenance & Capex costs due to HVAC and fire suppression • Restricted depth of discharge at ~20% - 80% • Better suited for EV markets • Solar shifting use accelerates degradation • Flammable and toxic • Multiple recorded fire and/or explosion incidents • Extremely narrow temperature operating range • HVAC / fire suppression required • Unsafe to dispose • Higher degradation at full discharge, reducing lifetime • R&D focused mostly on the EV segment, optimizing battery performance for shorter duration discharge • Predominantly manufactured in China, Korea & Japan • Supply - chain bottlenecks • Higher upsizing system costs / Costly quality control • Significant scale required to deliver favorable unit economics EARTH - FRIENDLY BUILT TO LAST MADE IN USA Lithium - ion battery technology 24 Li +

 

 

Battery Testing Facility in Edison, NJ Eos Edison HQ Battery Test Lab Capabilities • 60 programmable battery module channels • 1,200 programmable lab cell channels • 3 high temperature chambers • 1 programmable environmental chamber • 4 Energy Block System - ready Test Bays • 960,000 cycles achieved since 2016 • >73 MWhr of discharged energy since 2016

 

 

Eos Delivers Customer Operating Flexibility Multiple use cases...same efficiency, discharge energy and cycle life 85 80 75 70 65 60 55 50 45 40 0 2 4 6 Time (hours) 8 10 12 Voltage (V) 1200W/750W Voltage 1050W/500W Voltage 750W/750W Voltage 26 1200 W / 750 W Fast - Charge / discharge Power • 4 hours of discharge • 3.3kWh total discharge energy • 4 Hour charge 1050 W / 500 W Fast - Charge / 500 W Slow Discharge Power • 6.4 hours of discharge • 3.3kWh total discharge energy • 6 hour charge 750 W / 750 W Charge / Discharge Power • 4.2 hours of discharge • 3.3kWh total discharge energy • 4.5 hour charge Asymmetric change/discharge cycles Gen 2.3 90

 

 

Technology Evolution ~10 years of testing that delivers improved performance with long cycle life 9.5 27 12.5 17 Time on test Gen 1 6 years Gen 2 3 years Gen 2.3 0.5 years RTE: 65% - 70% 70 - 75% 75% - 80% Energy: 1.5kWh 2kWh 3.5kWh Cell Design: Bolted Glued Welded Average Cell Discharge Energy (Wh) Fundamental Chemistry Unchanged 1) Improved mechanical design - Increased power density - higher operating temperature 2) Better raw material quality - No custom components - Stronger QA/QC processes 3) Increased manufacturing consistency - Plastic welding - Process automation

 

 

Safe Operation in Aggressive Environments – Elevated Temperature Testing Battery is extremely resilient to aggressive environments and recovers after extreme temperature abuse testing, without the need for HVAC En e rg y : Improved consistency and efficiency in elevated 50ºC testing. A marked difference compared to other chemistries. Robust Recovery: Resilient and resistant after extreme temperatures. 0 10 30 20 40 60 50 70 80 0 1 0 0 0 0 2 0 0 0 0 3 0 0 0 0 4 0 0 0 0 5 0 0 0 0 Voltage (V) Time (sec) B. Abuse Cycle (69 0 C) C. Abuse Cycle (93 0 C) A. Initial Cycle (32 0 C) D. Recovery Cycle (31 0 C) Initial Cycle at A m bie n t High Temp. Cycle 1 High Temp. Cycle 2 Reco v e r y Cycle Efficiency 74% 49% 6.3% 71% Peak Temp. ( o C) 32.4 69.3 92.8 31.0 Rest cycle 28

 

 

Improved levelized cost of storage, safety and reliability Flat operating curve across a wide temperature range L i - Ion T emp R a n ge 85 80 75 70 65 60 55 50 45 40 35 15 20 25 30 35 40 45 Average Battery Temperature ( ƒ C) 50 55 Total Energy Efficiency (%) 29 Eos Battery Outperforms Li - Ion in Extreme Temperatures * Efficiency values vary due to use case variations in operation of the systems Nominal Energy Efficiency vs Temperature Demonstrable Characteristics • Eos system has been tested over temperature ranges up to 50 o C ambient • Wide temperature range from - 12 o C (NJ) to 48 o C (India) • Eos rides through Grid Outages • Minimal impact on depth of discharge, RTE or degradation at higher temperatures Gen 2.0 Battery

 

 

Clear Roadmap for Eos Battery Incremental Improvements 30 2018 2019 2020 2022 Gen 1.0 Gen 2.0 Gen 2.3 Gen 3.0 Gen 4.0 Power kW 0.375 Power kW 0.5 Power kW 0.75 Power kW 1.25 Power kW 1.5 Energy kW/H 1.5 Energy kW/H 2.0 Energy kW/H 3.5 Energy kW/H 5.0 Energy kW/H 6.0 RTE % 65 - 70 RTE % 70 - 75 RTE % 7 5 - 80 RTE % 80+ RTE % 80+ • Robust Mechanical Design • BMS Software & Firmware • Field Operations • Product Certifications • Containerization • Plastics Welding • Material Reduction • Improved Mfg Yields • Form Factor Optimized • Software development • 1500V inverter • More cells per battery 2021 • Improved Cycle Life • Reduced Cell Spacing • Replace felt with lower material cost • Replace Ti current collector

 

 

Product Development 31 Daniel Friberg Senior Vice President, Technology

 

 

Typical DC System Configuration & Layout Options 40 Cells 1kW | 4.2kWh 12 Modules 12kW | 50kWh 12 Strings 150kW | 600kWh Up to 20 connected Energy Blocks to single inverter 1 Cell Flexible Storage Configurations to Fit Customer Needs Containerized (10MW = 0.5 acres) • Outdoor rated configuration • Can be double stacked • Arrives fully assembled from Eos factory PowerHouse (10MW = 0.15 acres) • Indoor racking configuration • Suitable to optimize foot print • Improved aesthetic look Indoor Urban 10MW = ( 15,000 sqft) • Designed to meet FDNY requirements • Utilize space inside large urban buildings All Eos energy storage systems are protected and monitored by Eos’ proprietary Battery Management System 32

 

 

Global Deployments with Industry Leaders Kurnool, India Houston, TX Charlotte, NC San Diego, CA Norfolk, UK Microgrid DC - coupled PV + S DC - coupled PV + S C&I Demand Mgmt Microgrid C&I Demand Mgmt Pala, CA (Gen2.3) Pala, CA Wholesale Arbitrage Wholesale Arbitrage Ge n 2.0 Announced Projects Project Status Use Case Location Large Global IPP Operating Multi Complete Solar Shifting Operating FR & Microgrid Operating Solar Shifting Operating Microgrid Operating BTM Commissioning BTM Complete CAISO Market - Arb Gen2.3 Manufacturing CAISO Market - Arb BTM Microgrid Manufacturing Manufacturing Edison, NJ 33 Multipurpose West Caldwell, NJ

 

 

Customer Feedback • Eos claim of 100% use of SOC verified • Simplicity of Eos design decreases operating cost • O&M costs estimated to be 35% lower (no HVAC), low aux. losses. • No fire risk - a significant benefit • Recycle/disposal at end of life is a significant advantage as Lithium disposal is an unknown • $2/MWh LCOS advantage relative to Li - Ion • “I can’t hear it” – There is no noise generated by Eos system Case Study 1: Duke Energy 1 4 000 1 2 000 1 0 000 8 0 00 6 0 00 4 0 00 2 0 00 0 4/15/2019 7/14/2019 10/12/2019 1/10/2020 4/9/2020 7/8/2020 10/6/2020 Cumulative Discharge Energy [kWhr] Total Discharge Energy 30 kW 120 kWh DC - Coupled w/ Solar 34 Project Overview Project Highlights • DC Coupled with customers PV system • Installation to operation in 30 days • COD: July 2019 • Peak Efficiency: 73% • Discharge Time: 3 – 5.5 hours • System Auxiliary Load: 0.3 – 0.4 kW

 

 

Case Study 2: Large Global IPP Energy and Efficiency During Operational Cycles Lessons Learned / Product Improvements Lesson Learned Subsequent Product Improvement Overseas D e p l o y me n t ▪ Developed operational capabilities to deploy and support product overseas ▪ Executed “Make in India” strategy implementing onsite battery filling and integration High Temperature Performance ▪ Demonstrated that batteries are safe and resilient even when reaching temperatures as high as 70 ƒ C ▪ Removed outer shells and upgraded ventilation to provide additional cooling ▪ Routinely operating at ambient temperatures as high as 45 ƒ C Project Overview/System Specification Description ▪ One Aurora 2.0 Energy Stack supporting DC - coupled solar shifting at an existing 3MW solar plant Location ▪ Kurnool, India Size ▪ 1 Energy Stack, 6 Strings, 72 batteries Operation Date ▪ March 2019 ▪ 120 cycles performed, 9MWh delivered, 1,000+ hours of operation Project Highlights Metric Max Min A v era g e Primary Power 29.93 kW 21.95 kW 27.91 kW Primary Discharge Duration 4.24 hr 2.32 hr 2.75 hr Secondary Power 14.39 kW 4.2 kW 7.88 kW Secondary Discharge Duration 12.74 hr 1.12 hr 3.98 hr Temperature 53.5 ƒ C 33.8 ƒ C 44.43 ƒ C RTE 7 5 .6 6 % 69.20% 72.82% 35

 

 

Observations • Successfully operated by SDG&E during rolling blackouts in August – September • Eos battery system successfully responded to all high priority dispatch by SDG&E • Customer Feedback – Eos battery system was able to operate where other battery systems in the same substation failed to operate during rolling blackouts. • SDG&E preparing site for a new Eos Gen 2.3 system. Case Study 3: SDG&E Total Discharge Energy 100 kW 300 kWh Grid Connected Eos Aurora System Project Overview Project Highlights • Grid connected at SDG&E Pala substation • COD: Jan 2020 • Full operation was delayed due to COVID in the spring • Average Efficiency: 73% • Discharge Time: 3 – 5.5 hours • Wholesale Arbitrage use case demonstration 12000 10000 8000 6000 4000 2000 0 12/1/2019 1/20/2020 3/10/2020 4/29/2020 6/18/2020 8/7/2020 9/26/2020 11/15/2020 36 1 4 000 Cumulative Discharge Energy [kWhr] SDG&E - Cumulative Discharge Energy

 

 

Positive Performance of Eos Battery Over Strenuous UL Testing Standards 37 Test Type/Description Eos Performance Lithium Ion Performance Eos Next Steps Over Discharge: Discharge to zero voltage x None x Ready for continued operation • Permanent damage/capacity loss, current collector dissolution Test Performed Successfully, Awaiting UL Acceptance 2½” Nail Penetration: Inject nail through battery case, causing cell short x 25 Σ C temperature rise • Short circuit, Flame, thermal runaway (varies with cell Li - ion chemistry) Test Performed successfully, Awaiting UL Acceptance 200% Overcharge: Charge battery indefinitely to about 200% nominal charge x Battery reaches 90 Σ C, No Flame, no explosion; electrolyte/steam release at terminals and gas channel • Lithium plating on anode, thermal runaway, fire explosion. Requires expensive overcharge protection electronics Test Performed, Adjust Gas Channel Cover and Pressure Relief to improve gas channel seal. Awaiting UL analysis of gas sample collected Battery Short Circuit: Connect + & – terminals together while battery is fully charged resulting in >20x nominal current x Battery reaches 80 Σ C and 425 amps of peak current, No Flame, no explosion; steam release at terminals and gas channel • Flame, thermal runaway, explosion (varies with cell type) Test Performed, Adjust Gas Channel Cover and Pressure Relief to improve gas channel seal Eos is in the process of getting product safety UL certifications complete for: – UL 1973: “Standard for Safety, for Stationary Applications” – UL 9540A: “Standard for Safety for Thermal Runaway”, represents harshest abuse testing

 

 

Eos ZnYTH Technology No leak, no crippling rise in temperature Nail Penetration Test . (1) Source: TIAX LLC es142_sriramulu_2013_p.pdf Lithium Ion (1) Short circuit, flame, crippled by rising temperature Puncture but no leak 38 Rise in temp but no fire https://youtu.be/iIkyKX1WSIU https://www.youtube.com/watch?v=jnXYDRifTBA

 

 

Eos ZnYTH Technology Some venting of steam, over 425A current ( >20x nom.) on a 20A rated battery. Short Circuit Test Lithium Ion (1) Heavy combustible gas venting, then a large explosion and resulting fire . (1) Source: University Of Maryland Lesson Learned Eos Product Improvements Venting of water steam from cover ▪ Battery cover seal will be adjusted to prevent steam escape ▪ Adjust pressure relief valve that will control steam outflow https://www.youtube.com/watch?v=HCGtRgBUHX8 39 https://youtu.be/oGUnS5y9KMM

 

 

Supply Chain Readiness Nathan McCormick Senior Vice President, Operations

 

 

Eos Manufacturing Facility In joint venture partnership with Holtec 41 Note: Performance of Gen 2.0 Beta has been validated by a third - party commissioned expert technical report. • Dedicated Manufacturing joint venture, HI - POWER, established with Holtec International • $2 - 3bn privately held company and leading equipment supplier to the nuclear industry Created HI - POWER to Deliver a ’Made in USA’ Product Holtec Manufacturing Division, Pittsburgh PA 1.5 GWh/year production in North America HI - POWER Scaling to Demand Production started – Fully prepared to Scale Capacity Growth Lead Times • Supply Base capacitated for ramp up w/ <6 - month lead time • ~30 employees/line - basic factory skill set, 3 months to hire, train and qualify

 

 

Eos Supply Chain Evolution in the Last 12 Months Safer, environmentally friendly and cheaper energy storage solution 1. Launched US Manufacturing 4. Process and Supply Improvements • Holtec: Signed 50/50 for manufacturing in the USA • 1 Fully automated and integrated facility • 1.5 GWh Annual manufacturing capacity • 6 month lead time on delivery • Graphitized Felt: Higher quality, more consistent supply • 12% increase in discharge energy • 10% increase in energy efficiency • Current Collector: Transitioned to Continuous Laser Weld • 3% increase in efficiency • Titanium Plates: Improved plate to plate consistency • Optimized Furnace design/layout for higher conversion rate • Automated sandblasting for consistency • Battery Case : Shifted from Gluing to Infra - red Welding • Wider operating temperature range • Higher operating pressure tolerance • More consistent depth of pool 2. Localized Supply • Titanium: Rolled, Cleaned and Treated in Pennsylvania • Battery Case/HDPE Frames: Molded in Michigan • Manufacturing: 100% at HI - POWER 3. Scaling for Growth • Electrode Assembly: 2 nd line operational in 1Q21 • Infra Red Welding: 2x capacity by year end, 4x by 1Q21 • Robotic Welder Loading: Higher throughput, reduced cost

 

 

Play Video Hi - Power site

 

 

Battery cost includes fully containerized system with BMS Eos DC System Cost Roadmap 44 Current 2023 Run - Rate • >60% of cost out secured with vendor quotes and purchase orders • Improved aspect ratio and power density • Manufacturing productivity & automation • Insource/vertical integration Roa d map ($/KWh) Reduced by ~60% 100% Volume l e v era g e 63% Cost out 32% M a n u f actur i ng productivity 5% Drivers (% of current) Key Actions (already underway)

 

 

Pipeline and Growth Strategy Joe Mastrangelo Chief Executive Officer

 

 

Eos Growth Gameboard Behind the Meter: Industrial Optimization • ~8 - 10 MWh • $1m – 4m 6 to 12 Months • End user/channel partner relationship • Economics driven • Not RFP driven • 1,740 MWh Behind the Meter: Indoor Urban 6 to 12 Months • ~4 - 5 MWh • $1m – 2m • Safety and limited risk paramount • 730 MWh • ~100 - 150 MWh • $10m – 40m 12 to 24 months Front of the Meter: Renewable Load - Shifting • Develop strategic relationship • Detailed deal economics • RFP/Direct Negotiation • 7,830 MWh Front of the Meter: Locational Capacity 18 to 24 months • ~150 - 200 MWh • $10m – 50m • Develop strategic relationship • Detailed deal economics • RFP/Direct Negotiation • 4,200 MWh Sales Cycle Avg Project Size / $ Value Illustrative Partner Process Current Pipeline Opportunity 1 Existing and Potential Customers . (1) Based on management’s estimates. 46

 

 

2021 37% 2022 52% 5% 2023 2020 6% 14.5 GWh Actively Managed Orders & Pipeline 130+ potential clients engaged addressing short - term and medium - term priorities FTM Renewable Integration 53% FTM Location Capacity 35% A d d res s able Market BTM Industrial Optimization 11% BTM Indoor Urban 1% Europ e 6% India 7% O ther 9% Geographic USA Distribution 78% 500 - 750 MWh 23.3% 750 - 1000 MWh 11.4% >1 GWh 11.4% 100 - 200 MWh 7.8% 300 - 400 MWh 2.2% 10 - 50 M W… 400 - 500 MWh 5.4% O the r 3.7% Orders / LOI 10% Technical Excha ng e 27% Non - Binding Quote 42% Firm Q uo te 21% D eli v ery Date P ro j ec t Sizing P ipeline Stages 3 2 1 4 5 Present Focus • US centric focus on capture evolving secular trends • Addressed Direct channel (FTM), large projects focused on longer delivery horizon • Successfully delivered 1.5GWh signed LOIs 2021+ • Extend FTM relationships to deliver “follow - on” orders • Focused on building BTM urban storage strategy • Expand global presence Note: Pipeline data as of August 2020. 47

 

 

Pipeline Execution Delivered Current Signed LOI’s / Commi t men t s 12M W h 3,000MWh 3MWh Project M Wh PSE&G 1 . 2 Shell/BV 0 . 6 SDG&E 0 . 6 Bryt 0 . 2 Softbank 0 . 1 Duke 0 . 1 UCSD 0 . 1 48 Project MWh Motor Oil 4.0 Nayo 3.0 Carson 3.0 Verdant 1.8 SDG&E 0.6 Project MWh IEP ض 1,000.0 Adv. Opportunity 4 1,000.0 Carson ض 500.0 Adv. Opportunity 3 200.0 Adv. Opportunity 2 160.0 Adv. Opportunity 1 80.0 Advanced NRG 2 ض 20 .0 Advanced NRG 1 ض 4.0 Con Ed ض 0.6 1. Current Global Deployments 2. Orders Backlog 3. Customer Commitments 1) Advance Opportunities, signing LOI in next 30 - 60 days ✓ Signed LOI’s Building operating references & orders backlog...Concert opportunities over next 6 - 9 month

 

 

Sales Execution Pipeline coverage Eos’s operational and manufacturing team is working closely with sales personnel to accommodate customer orders and maintain timely shipment and delivery schedule Eos’s booked orders, LOIs and advanced opportunities of 3GWh providing ample of next two years sale targets (Sales in MWh) ~1 GWh Locational capacity ~500 MWh Solar integration 42% 2021 42X 2022 12X 51% 60% 49% 40% 21% 43% Signed orders / LOIs Commitments Excess Commitments to sales plan Sales Volume (Shipments in MWh) 49 Aligning Manufacturing & Maintaining Shipments in Line with Orders

 

 

Sagar C. Kurada Chief Financial Officer Financial Overview

 

 

Applications Generate Multiple Revenue Streams 51 Financing Ongoing Revenue Streams Maintenance Behind the Meter A pp licati on s Front of the Meter Applications Sales One - time Revenue Streams Long - term Service Contracts Battery Manageme nt System P erformance Monitoring Installation & Commission Containerized Power House Energy Block Indoor Urban Modular racks for indoor storage No HVAC or fire suppression systems required Fully customizable Simple to install, operate and maintain

 

 

Projected Income Statement 52 $m 2020 2021 2022 2023 2024 Base 2024 G r o w th 13 260 1,511 4,620 6,786 11,654 Sales Volume (MWh) % growth - 481.9% 205.7% 46.9% 152.2% Total revenue 2.5 50.3 268.6 735.5 994.9 1,700.4 - - % growth % market share Total COGS 0.1% 7.2 0.9% 63.4 434.2% 3.5% 240.9 173.8% 7.1% 603.0 35.3% 8.7% 745.9 131.2% 14.9% 1,279.8 Gross profit (4. 7 ) (1 3 .1) 27.7 132.4 249.0 425.1 % gross margin R&D Other opex NM 3.3 5.3 NM 10.9 9.9 10.3% 14.9 18.8 18.0% 30.0 58.2 25.0% 42.0 72.8 25.0% 42.0 100.6 Total opex 8.6 20.8 33.7 88.3 114.8 142.6 Income from JV (0. 8 ) 2.0 13.0 14.8 15.0 15.1 Adjusted EBITDA (1 4 .1) (3 2 .0) 7.0 58.8 149.2 297.6 % margin NM NM 2.6% 8.0% 15.0% 17.5% 0.1 0.5 1.5 3.5 4.1 6.5 Maintenance CapEx % of revenue Growth CapEx % of revenue R e v enue • Current asset pricing assumes a 10% annual price reduction, in line with BNEF forecast • 88% of revenues represent sales of Eos Systems • Ongoing revenue from current asset sales expected to grow as Eos footprint and installed base in market increases Gross Margin rate • Profitable in 1Q’22 with less than 3% market share captured • Volume leverage, Technology roadmap and In - sourcing drive ongoing - productivity • DC unit costs assumed to reach ~$100/kWh by 2023+ Capital Expenditure 4.0% 1.0% 0.6% 0.5% 0.4% 0.4% • 5.1 9.9 71.2 31.0 4.0 16.0 205% 20% 27% 4% 0.4% 0.9% • $97m invested in 3 manufacturing plants by 2024 / 7GWh annual production capacity • Low investment risk given short investment lead time of <1year CAPEX Plan includes additional $34m to support all cost out actions and manufacturing productivity Note: leasing options for battery systems under review

 

 

Positioned to succeed 53 • Energy storage an exponential growth opportunity ... a small share = a large company • Storage shifting from frequency regulation (short duration) to firm capacity (long duration) ... From <2 to >4 hours driven by solar penetration • Grid resiliency (extreme weather) requires improved safety and reliability ... non - flammable, non - toxic & fully recyclable • Success requires a robust technology, low - cost product and scalable supply chain ... Experienced leadership in place A strong team with clear priorities focused on delivering

 

 

Q&A

 

 

Eos Energy Storage Investor Presentation October 2020