Wallbox Chargers, S.L. entered into letter of intent to acquire Kensington Capital Acquisition Corp. II (NYSE:KCAC) for $1.4 billion in a reverse merger transaction on April 27, 2021. Wallbox Chargers, S.L. entered into definitive agreement to acquire Kensington Capital Acquisition Corp. II in a reverse merger transaction on June 9, 2021. As consideration, 140 million shares of Kensington will be issued. The transaction will result in proceeds of approximately $330 million to Wallbox, including a $100 million fully committed PIPE, anchored by Janus Henderson Investors, Luxor Capital, Cathay Innovation and Kensington Capital Partners. As of September 24, 2021, Wallbox Chargers and Kensington Capital Acquisition have determined the exchange ratio to be 240.990816528527 as of the anticipated date for Closing As a result of business combination, Wallbox will become a publicly listed company. Upon closing of the transaction, the combined company will be named Wallbox and listed on the NYSE and trade under the new ticker symbol "WBX". Wallbox announced the appointment of Diego Diaz and Pol Soler to the Wallbox Board of Directors upon completion of Wallbox's business combination with Kensington Capital Acquisition Corp. II. Wallbox's Board of Directors following the business combination with Kensington now includes Enric Asunción, Anders Pettersson, Francisco Riberas, Diego Diaz, Pol Soler, Beatriz González Ordóñez and one additional director expected to be appointed prior to the closing of the Business Combination. The transaction is subject to, among other things, the approval by Kensington's stockholders, the expiration of the waiting period (or extension thereof) under the HSR Act, F-4 Registration Statement has been declared effective under the Securities Actand satisfaction or waiver of other conditions stated in the definitive documentation and Boards of Directors of both Kensington and Wallbox have approved the proposed transaction. The meeting of the shareholders of Kensington will be held on July 28, 2021 to approve the transaction. As of September 30, 2021, the transaction has been approved by the shareholders of Kensington Capital Acquisition. The deal is expected to be completed in the third quarter of 2021.

Chuck A.Samuelson, Kenneth A.Lefkowitz, Andrew H. Braiterman, Alan Kravitz, Gary J. Simon, Charles Wachsstock, Robert B. Bell, Jennifer E.Graham, Javad Husain, James R. Klaiber, Richard M. Koehl and Carol Remy of Hughes Hubbard & Reed LLP, Antonio Baena, Pere Kirchner, Javier Rodriguez, Dèlcia Capocasale, Álvaro Bourkaib, Juan Bonilla, Juan Carlos Hernanz and Andrew Ward of Cuatrecasas, Gonçalves Pereira, S.L.P. and Alexander Kaarls, Paul de Vries, Jeroen van Mourik, and Guillette van Grinsven of Houthoff Buruma New York acted as legal advisors and UBS Securities LLC acted as financial advisor to Kensington. UBS and Barclays are serving as joint placement agents on the PIPE offering. Barclays Capital Inc. and Drake Star Partners acted as financial advisors to Wallbox. Ryan Maierson, Jose Antonio Sánchez-Dafos, Ignacio Gómez-Sancha, Ian Schuman, Jordi Domínguez, Iván Rabanillo, Jim Cole and Tim Fenn, Bradd Williamson, Deborah Kirk and Fiona Maclean, Jeffrey Tochner and Les Carnegie of Latham & Watkins LLP and Michel van Agt, Roel Fluit, Martijn Schoonewille and Roderik Beckers of Loyens & Loeff acted as legal advisors and KPMG International Cooperative and BDO LLP acted as auditors to Wallbox. Hughes Hubbard & Reed LLP acted as the legal advisor to Kensington Capital Sponsor II LLC. Mark Zimkind of Continental Stock Transfer & Trust Company acted as transfer agent and registrar to Kensington Capital Acquisition. Kensington also agreed to pay UBS a fee of $3.5 million upon closing of the Business Combination. D.F. King & Co., Inc. acted as the information agent to Kensington and will receive a fee of $20,000 for the services rendered.