EFTA Document EFTA01369725

TERRAPIN€ ACOUISI1 ION 4 COlinOitAciON Deutsche Bank Securities is the sole underwriter for Terrapin 3 Acquisition Corp Key management TanapIn 3 Acquisition Corp Nathan Leight Chairman Sanjay Arora CEO and Detector Nominee Guy Rankin CFO and COO Macquarie Duncan Murdoch Senior Managing Director Drew Reid Senior Vice President Deutsche Bank Corporate Banking Z. Securities Terrapin 3 Acquisition Corp. (NASDAQ: "TRTLU") $217 million SHAG IPO Summary IPO terms Pricing date: Public offering size: Securities offered: Amount held in trust: Management risk capital: Sponsor promote: DB Role: TERRAPIN ACQUISITION 4; CORPORATION July 16. 2014 $217 million 21.7 million units - each consisting of 1 share of common stock and 1 warrant (exercisable for 'A share of common stock) Equal to 100% of offering proceeds $6 million (12 million warrants at $0.50 each assuming full exorcise of overallotment option). 50% each purchased by Terrapin and Macquarie Shares issued to sponsor al formation equivalent to 20.0% of common equity ownership post - public raise or 5.625.000 shares Sole Boolaunner CA Sponsor highlights Successful completion of two previous business combinations. totaling 5469.2 million raised at IPOs Multi-industry investment locus applied in a variety of market cycles V Strong and deep network from which to source acquisitions with a strong emphasis on private equity fund portfolios Strong expertise in providing ilexTUe long-teen ci:psta soflizIons, dstingt; thing It from other financ,al blivers Macquane Capital will work with Terrapn to unlock opportunities through a combination of advisory expertise and principal capital Source Company data Terrapin 3 Acquisition Corp. overview • Terrapin 3 Acquisition Corp (TRTL.U) is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange. asset acquisition, stock purchase. reorganization or similar business combination with one or more businesses • Management learn has extensive experience including two previous blank check companies that completed successful business combinations • Offers public investors the opportunity to team up with a management team that sources value-oriented investments and creates value through strengthening the acquired company's operating strategies • Strong agnment of interest that the shareholders share with Macquarie sponsor and Terrapin Asset Management — Macquarie sponsor has committed at the IPO $40 million. to be funded upon business combination — Terrapin has the option to purchase 20% of common stock at the time of business combination Investment focus Funding commitment Synergy in tiansactkm network relationships • Tv,o successfully completed SPACs • Terrapin understands the dynamics of a successful deal • Management team has experience adding value post- closing • Macquarie has committed to purchase at the IPO $40 million. to be funded al the closing or Iho business combination (tut:loci to MAC011alie 'approval of that tiansachon) • Commitment rogrudless of shareholder redemplion • Strong valuation for SPAC holders • Represents evolution in the SPAC structure • Sponsor has a nernork of contacts to source possible targets • Macquarie offers global advisory. principal and sponsor ties 40 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0062160 CONFIDENTIAL SDNY_GM_00208344 EFTA01369725