Cerberus Telecom Acquisition : Investor Presentation - November 2022

Investor

Presentation

November 16, 2022

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Disclaimers

Forward-Looking Statements

This presentation includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. KORE'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. Forward-looking statements generally are accompanied by words such as "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect," "should," "would," "plan," "predict," "potential," "seem," "seek," "future," "outlook," "target" and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of revenue and other financial and performance metrics, future capital availability, projections regarding recent customer engagements, projections of market opportunity and conditions, the total contract value (TCV) of signed contracts and potential revenue opportunities in KORE's sales funnel, and related expectations. These statements are based on various assumptions and on the current expectations of KORE's management. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as and must not be relied on by any investor or other person as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of KORE. These forward-looking statements are subject to a number of risks and uncertainties, including general economic, financial, legal, political and business conditions and changes in domestic and foreign markets; the potential effects of COVID-19; risks related to the rollout of KORE's business and the timing of expected business milestones; risks relating to the integration of KORE's acquired companies, including Business Mobility Partners Inc and Simon IoT LLC, changes in the assumptions underlying KORE's expectations regarding its future business; our ability to negotiate and sign a definitive contract with a customer in our sales funnel; our ability to realize some or all of the Total Contract Value (TCV) of customer contracts as revenue, including any contractual options available to customers or contractual periods that are subject to termination for convenience provisions; the effects of competition on KORE's future business; and the outcome of judicial proceedings to which KORE is, or may become a party. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that KORE presently does not know or that KORE currently believes are immaterial that could also cause actual results to differ materially from those contained in the forward-looking statements. In addition, forward-looking statements reflect KORE's expectations, plans or forecasts of future events and views as of the date of this presentation. KORE anticipates that subsequent events and developments will cause these assessments to change. However, while KORE may elect to update these forward- looking statements at some point in the future, KORE specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing KORE's assessments as of any date subsequent to the date of this presentation. Accordingly, undue reliance should not be placed upon the forward-looking statements.

Industry and Market Data

In this presentation, we rely on and refer to information and statistics regarding market participants in the sectors in which KORE expects to compete and other industry data. We obtained this information and these statistics from a variety of publicly available sources, including reports by market research firms and other public company filings. No representation is made as to the reasonableness of the assumptions made within or the accuracy or completeness of any projections or modeling or any other information contained herein. Any data on past performance or modeling contained herein is not an indication as to future performance.

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 KORE will assert, to the fullest extent under applicable law, the rights of the applicable owners, if any, to these trademarks, service marks, trade names and copyrights.

Use of Projections

This presentation also contains certain financial forecasts of KORE. KORE's independent auditors have not 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 has 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. 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 KORE's control. Accordingly, there can be no assurance that the prospective results are indicative of future performance of KORE or that actual results will not differ materially from those presented in the prospective financial information. 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

In addition to our results determined in accordance with GAAP, we believe the following non-GAAP measures are useful in evaluating our operational performance. We use the following non-GAAP financial information to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that non-GAAP financial information, when taken collectively, may be helpful to investors in assessing our operating performance.

"EBITDA" is defined as net income (loss) before interest expense or interest income, income tax expense or benefit, and depreciation and amortization. "Adjusted EBITDA" is defined as EBITDA adjusted for unusual and other significant items that management views as distorting the operating results from period to period. Adjusted EBITDA margin represents adjusted EBITDA calculated as a percentage of revenue. Such adjustments may include stock-based compensation, integration and acquisition-related charges, tangible and intangible asset impairment charges, certain contingent liability reversals, transformation, and foreign currency transaction gains and losses. EBITDA, Adjusted EBITDA and Adjusted EBITDA margin are intended as supplemental measures of our performance that are neither required by, nor presented in accordance with, GAAP. We believe that the use of EBITDA, Adjusted EBITDA and Adjusted EBITDA margin provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing the Company's financial measures with those of comparable companies, which may present similar non-GAAP financial measures to investors. However, you should be aware that when evaluating EBITDA, Adjusted EBITDA and Adjusted EBITDA margin we may incur future expenses similar to those excluded when calculating these measures. In addition, our presentation of these measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. Our computation of Adjusted EBITDA and Adjusted EBITDA margin may not be comparable to other similarly titled measures computed by other companies, because all companies may not calculate Adjusted EBITDA in the same fashion.

Because of these limitations, EBITDA, Adjusted EBITDA and Adjusted EBITDA margin should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP. We compensate for these limitations by relying primarily on our GAAP results and using EBITDA, Adjusted EBITDA and Adjusted EBITDA margin on a supplemental basis. You should review the reconciliation of net loss to EBITDA, Adjusted EBITDA and Adjusted EBITDA margin below and not rely on any single financial measure to evaluate our business.

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KORE at a glance

Leading global, independent provider of mission critical IoT solutions

	• Market leader in enabling end-to-end IoT solutions for enterprises
Who We Are	• Trusted advisor, enabling our customers to Deploy, Manage and Scale their IoT solutions
• Blue chip customer base including market leading Fortune 500 enterprises and innovative solutions providers across high
	growth verticals such as connected health, industrial IoT, asset monitoring, fleet management and comms. services

Why We Win

• Proprietary IP-basedservices: IoT Connectivity, Solutions & Analytics
• Market leading IoT knowledge and experience to help navigate the complex IoT ecosystem
• Global independent IoT connectivity and solutions enabler with an integrated network of key partners

Key

Attributes

Global Scale (as of 9/30/22)

• 190+ countries coverage
• 44 carrier integrations
• 15.3 mm connections
• 3,600+ customers
• 550+ employees

Significant Visibility & Profitability1

• 2021 Revenue $248mm
• 2022 Q3 Revenue down 2% to $66.6mm
• Annual recurring revenue is ~80%+
• 100% Net Retention
• ~95% revenue visibility through 20222
• 2021 Gross margin 51%, Net loss margin 9.9%, and 24% adjusted EBITDA margin

Attractive Story

• Significant barriers to entry and sustainable competitive moat
• Well positioned to capture market share in Connected Health and Fleet
• Predominately recurring revenue with high switching costs
• Q3'22 Total Net Leverage of 5.8x
• Robust free cash flow and deleveraging ability

1 Represents LTM as of Q4'21; 2 Revenue visibility is based on the installed base which includes customers which had a signed contract with KORE by the end of 2021, normalized for non-core customers from the acquisitions of Raco and Wyless

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KORE business model: offering high demand IoT services

Product line		Products		Product description		Primary pricing method

IoT

Connectivity

68% of 20211

65% of Q3 20222

IoT Solutions

32% of 20211

35% of Q3 20222

IoT

Connectivity

as a Service

(CaaS)

Connectivity

Enablement

as a Service

(CEaaS)

IoT Device

Management

Services

IoT Security

Location

Based Services

(LBS)

• IoT connectivity services offered through market leading IoT platform 'KORE One'
• Our IoT connectivity solutions allow devices to seamlessly and securely connect anywhere in the world across any connected network, which we call our multiple devices, multiple locations, multiple carriers CaaS value prop
• Connectivity Management Platform as a Service (or individual KORE One engine)
• Cellular Core Network as a Service (cloud native HyperCore)
• Outsourced platform-enabled services (e.g., logistics, configuration, device management)
• Sourcing of 3rd party devices globally, device design and selection services
• KORE's SecurityProTM SaaS platform
• KORE's PositionLogicTM SaaS platform and LBS APIs

Per subscriber per month

for lifetime of device

(7-10 years and growing)

Multi-year contracts with

automatic renewals

Upfront fee per device or per device per month

Per subscriber per month

Per subscriber per month

Product list is being expanded e.g., through industry pre-configured solutions

1. Percentage of revenue from all customers (go-forward and non-core) for the year ending December 31, 2021;
2. Percentage of revenue from all customers (go-forward and non-core) for the quarter ending September 30, 2022.

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KORE is well positioned in the early innings of an exciting growth opportunity in IoT

TAM ($bn)

Devices (bn)

2020

$382B

$78B $269B

$35B

12%

12%40%

10%

26%

Connected Devices = 22 billion

IoT Devices = 12 billion

	2025	2030
$906B
$250B	$608B	~$7 Trillion
	$48B

Applications &		Platforms			Managed Services				Connectivity
					2%	5%	3%
									7%
					5%	10%												12%
							21%	57%
																						78%
						Connected Devices = 37 billion								Connected Devices = 91 billion
							IoT Devices = 25 billion						IoT Devices = 75 billion
		M2M IoT		Smartphones			PC / Tablets				TVs		Other

Source: GSMA (IoT Revenue: State of the Market 2020); Ericsson (Mobility Report 2020); Cisco Annual Internet Report Highlights Tool 2020; IDC (Worldwide 5G Connections Forecast, 2019-2023) and KORE Forecasts

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