Daseke : Investor Presentation - September 2021

Investor Presentation

(NASDAQ: DSKE)

September 2021

Important Disclaimers

Forward-Looking Statements

This presentation contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, are forward-looking statements. Forward-looking statements may be identified by the use of words such as "may," "will," "continue," "forecast," "intend," "seek," "target," "anticipate," "believe," "expect," "estimate," "plan," "outlook," "should," "could," "would," "predict," "potential," and "project," the negative of these terms, or other comparable terminology and similar expressions. Forward-looking statements may include projected financial information and results as well as statements about Daseke's goals, including its restructuring plans; Daseke's financial strategy, liquidity and capital required for its business strategy and plans; and general economic conditions. The forward-looking statements contained herein are based on information available as of the date of this news release and current expectations, forecasts and assumptions. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that Daseke anticipates, and readers are cautioned not to place undue reliance on the forward-looking statements.

A number of factors, many of which are beyond our control, could cause actual results or outcomes to differ materially from those indicated by the forward-looking statements contained herein. These factors include, but are not limited to, general economic and business risks, such as downturns in customers' business cycles and disruptions in capital and credit markets (including as a result of the coronavirus (COVID-19) pandemic or other global and national heath epidemics or concerns); Daseke's ability to adequately address downward pricing and other competitive pressures; driver shortages and increases in driver compensation or owner-operator contracted rates; Daseke's ability to execute and realize all of the expected benefits of its integration, business improvement and comprehensive restructuring plans; loss of key personnel; Daseke's ability to realize all of the intended benefits from recent or future acquisitions; Daseke's ability to complete recent or future divestitures successfully; seasonality and the impact of weather and other catastrophic events; fluctuations in the price or availability of diesel fuel; increased prices for, or decreases in the availability of, new revenue equipment and decreases in the value of used revenue equipment; Daseke's ability to generate sufficient cash to service all of its indebtedness and Daseke's ability to finance its capital requirements; restrictions in Daseke's existing and future debt agreements; increases in interest rates; changes in existing laws or regulations, including environmental and worker health safety laws and regulations and those relating to tax rates or taxes in general; the impact of governmental regulations and other governmental actions related to Daseke and its operations; insurance and claims expenses; and litigation and governmental proceedings. For additional information regarding known material factors that could cause our actual results to differ from those expressed in forward- looking statements, please see Daseke's filings with the Securities and Exchange Commission (the "SEC"), available at www.sec.gov, including Daseke's Annual Report on Form 10-K filed with the SEC on March 10, 2020 and subsequent Quarterly Reports on Form 10-Q, particularly the section titled "Risk Factors."

The effect of the COVID-19 pandemic may remain prevalent for a significant period of time and may continue to adversely affect the Company's business, results of operations and financial condition even after the COVID-19 pandemic has subsided

and "stay at home" mandates have been lifted. The extent to which the COVID-19 pandemic impacts the Company will depend on numerous evolving factors and future developments that we are not able to predict. There are no comparable recent events that provide guidance as to the effect the COVID-19 global pandemic may have, and, as a result, the ultimate impact of the pandemic is highly uncertain and subject to change. Additionally, the Company will regularly evaluate its capital structure and liquidity position. From time to time and as opportunities arise, the Company may access the debt capital markets and modify its debt arrangements to optimize its capital structure and liquidity position.

Daseke does not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date as of when they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. You should not place undue reliance on these forward-looking statements.

Non-GAAP Financial Measures

This presentation includes non-GAAP financial measures for the Company and its reporting segments. The Company believes its presentation of Non-GAAP financial measures is useful because it provides investors and industry analysts the same information that the Company uses internally for purposes of assessing its core operating performance. You can find the reconciliations of these measures to the nearest comparable GAAP measure in the Appendix of this presentation.

We have not reconciled non‐GAAP forward-looking measures to their corresponding GAAP measures because certain items that impact these measures are unavailable or cannot be reasonably predicted without unreasonable efforts. In particular, we have not reconciled our expectations as to forward-looking Adjusted EBITDA to net income due to the difficulty in making an accurate projection as to the change in fair value of warrant liability, which will have a significant impact on our GAAP net income; accordingly, a reconciliation of forward-looking Adjusted EBITDA to net income is not available without unreasonable efforts.

Please note that non-GAAP measures are not a substitute for, or more meaningful than, net income (loss), cash flows from operating activities, operating income or any other measure prescribed by GAAP, and there are limitations to using non-GAAP measures. Certain items excluded from these non-GAAP measures are significant components in understanding and assessing a company's financial performance, such as a company's cost of capital, tax structure and the historic costs of depreciable assets. Also, other companies in Daseke's industry may define these non‐GAAP measures differently than Daseke does, and as a result, it may be difficult to use these non‐GAAP measures to compare the performance of those companies to Daseke's performance. Because of these limitations, these non-GAAP measures should not be considered a measure of the income generated by Daseke's business or discretionary cash available to it to invest in the growth of its business. Daseke's management compensates for these limitations by relying primarily on Daseke's GAAP results and using these non-GAAP measures supplementally. In the non-GAAP measures discussed below, management refers to certain material items that management believes do not reflect the Company's core operating performance, which management believes represent its performance in the ordinary, ongoing and customary course of its operations. Management views the Company's core operating performance as its operating results excluding the impact of items including, but not limited to, stock-based compensation, impairments, amortization of intangible assets, restructuring, business transformation costs, and severance. Management believes excluding these items

enables investors to evaluate more clearly and consistently the Company's core operational performance in the same manner that management evaluates its core operational performance.

Daseke defines:

Adjusted EBITDA as net income (loss) plus (i) depreciation and amortization, (ii) interest, (iii) income taxes, and (iv) other material items that management believes do not reflect our core operating performance. Adjusted EBITDA Margin as Adjusted EBITDA as a percentage of total revenue.

Adjusted Net Income (Loss) as net income (loss) tax-adjusted using an adjusted effective tax rate for material items that management believes do not reflect our core operating performance. Adjusted Net Income (Loss) per share as Adjusted Net Income (Loss) divided by the weighted average number of shares of common stock outstanding during the period under the two-class method.

Free Cash Flow as net cash provided by operating activities less purchases of property and equipment, plus proceeds from sale of property and equipment as such amounts are shown on the face of the Statements of Cash Flows.

Adjusted Operating Income (Loss) as total revenue less Adjusted Operating Expenses. Adjusted Operating Expenses as total operating expenses less: material items that management believes do not reflect our core operating performance. Adjusted Operating Ratio as Adjusted Operating Expenses, as a percentage of total revenue.

Revenue excluding fuel surcharge as revenue less fuel surcharges.

Net Debt as total debt less cash and cash equivalents.

Rate per mile is the period's revenue less fuel surcharge, brokerage and logistics revenues divided by total number of company and owner-operator miles driven in the period. Revenue per Tractor is the period's revenue less fuel surcharge, brokerage and logistics revenues divided by the average number of tractors in the period, including owner-operator tractors.

The Company uses certain metrics and ratios as a supplement to its GAAP results in evaluating certain aspects of its business, as described below. The Company defines previously defined terms appended with "ex-Aveda" as their previously defined term excluding the impact of the Aveda business, which was disposed of in 2020. See the Appendix for directly comparable GAAP measures.

Industry and Market Data

This presentation includes market data and other statistical information from third party sources, including independent industry publications, government publications and other published independent sources. Although Daseke believes these third- party sources are reliable as of their respective dates, Daseke has not independently verified the accuracy or completeness of this information.

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Executive Leadership

Background:

• Chief Executive Officer since August 2021

̶ Interim CEO from Jan '21 - July '21

• Director since February 2017

• Chaired special operating committee that

	designed the tactical pivot and resetting of
	strategic priorities that Daseke successfully
Jonathan Shepko	executed against through 2020	Jason Bates
CEO		EVP & CFO

Background:

• Chief Financial Officer since April 2020
• ~20 years of public transportation sector experience (Knight-Swift,USA Truck)
• • >10 years of financial executive experience
• Recently led Daseke balance sheet restructuring and term loan refinancing

Daseke's executive leadership team combines valuable industry expertise and valuable

experience leading growth organizations

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The History of Daseke

Company founded		Strategy of growth		Growth accelerated
with acquisition of		through acquisitions		through acquisitions
$30m Revenue		7 completed '13-'15		11 completed '17-'18
Specialized Carrier

Comprehensive		New C-suite of proven industry
restructuring plan is		executives, focused on
announced		operational excellence

					2011						2017						2019									2020
2008						2015				2018				Aug. '19						2021+
												Looking for more					Autonomous					Launch Improvement Plan:			Launch new vision
					2nd acquisition & Idea
						of "National Carrier"				capital: Daseke goes					operations not					multiple integrations, sale of			and strategic
						is born					public via SPAC in					driving sufficient					business unit & $45m in Op			direction of business
													2017					profitability							income growth
												Revenue Growth ($ in millions)	$1,613	$1,737
																$1,454	$1,550
																				$846
													$543	$679			$652
								$50	$120		$207
$30	$40
	2009	2010		2011	2012		2013	2014	2015			2016	2017	2018	2019		2020		2021
																															Guidance1	4
1. Reflects midpoint of guidance estimate

Daseke Overview

Leading Position

Revenue by end market(3)

•	Leading provider and consolidator of transportation and logistics solutions
	focused exclusively on flatbed and specialized freight in North America
•	Top 15 truckload carrier(1) and largest specialized & flatbed carrier in North
	America(2)

Renewable Energy, 6%

Manufacturing, 10%

Oil & Gas, 1%

•	Diverse offering of transportation and logistics solutions to ~6,700
	customers with over 90% of business direct with customer
•	Top 10 customers in FY 2020 represent 31% of revenue and average 20+
	year relationship

Construction,

Aerospace & High30%

Security Cargo,

13%

Metals, 18%	Freight All
	Kinds, 22%

Key stats - FYE 2020		Blue-chip customer base
	$1.45bn	$191.4mm	93.6%
	Revenue	Credit Agreement EBITDA Adj. Operating Ratio(3)
2,953		2,099
	Company-operated tractors	Owner-operated tractors
2,370		2,727
	Owner-operator drivers	Company drivers

1. Transport Topics Top 100 For-Hire Carriers 2020 Rank

(2)	Commercial Carrier Journal Top 250, 2020 Rank (Flatbed/Specialized/Heavy Haul)	5
(3)	Excludes Aveda which was sold in FY 2020