are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as may, will, should, expects,
plans, anticipates, could, intends, targets, projects, contemplates, believes, estimates, predicts, potential or
continue or the negative of these terms or other similar expressions. Forward-looking statements include, without limitation, ironSources or TBAs expectations concerning the outlook for their or the combined companys
business, productivity, plans and goals for future operational improvements and capital investments, operational performance, future market conditions or economic performance and developments in the capital and credit markets and expected future
financial performance, as well as any information concerning possible or assumed future results of operations of the combined company. Forward-looking statements also include statements regarding the expected benefits of the proposed transaction
between ironSource and TBA.
Forward-looking statements involve a number of risks, uncertainties and assumptions, and actual results or events may differ
materially from those projected or implied in those statements. Important factors that could cause such differences include, but are not limited to: (i) the risk that the transaction may not be completed in a timely manner or at all, which may
adversely affect the price of TBAs securities; (ii) the failure to satisfy the conditions to the consummation of the proposed transaction, including the adoption of the merger agreement by the shareholders of TBA and ironSource, the
satisfaction of the minimum trust account amount following redemptions by TBAs public shareholders and the receipt of certain governmental and regulatory approvals; (iii) the lack of a third party valuation in determining whether to
pursue the proposed transaction; (iv) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement; (v) the effect of the announcement or pendency of the transaction on
ironSources business relationships, performance, and business generally; (vi) risks that the proposed transaction disrupts current plans of ironSource and potential difficulties in ironSource employee retention as a result of the proposed
transaction; (vii) the outcome of any legal proceedings that may be instituted against ironSource or against TBA related to the merger agreement or the proposed transaction; (vii) the ability of ironSource to list its ordinary shares on
the New York Stock Exchange; (ix) volatility in the price of the combined companys securities due to a variety of factors, including changes in the competitive industry in which ironSource operates, variations in performance across
competitors, changes in laws and regulations affecting ironSources business and changes in the combined capital structure; (x) the ability to implement business plans, forecasts, and other expectations after the completion of the proposed
transaction, and to identify and realize additional opportunities; (xi) ironSources markets are rapidly evolving and may decline or experience limited growth; (xii) ironSources reliance on operating system providers and app
stores to support its platform; (xiii) ironSources ability to compete effectively in the markets in which it operates; (xiv) ironSources quarterly results of operations may fluctuate for a variety of reasons; (xv) failure
to maintain and enhance the ironSource brand; (xvi) ironSources dependence on its ability to retain and expand its existing customer relationships and attract new customers; (xvii) ironSources reliance on its customers that
contribute more than $100,000 of annual revenue; (xviii) ironSources ability to successfully and efficiently manage its current and potential future growth; (xix) ironSources dependence upon the continued growth of the app
economy and the increased usage of smartphones, tablets and other connected devices; (xx) ironSources dependence upon the success of the gaming and mobile app ecosystem and the risks generally associated with the gaming industry;
(xxi) ironSources, and ironSources competitors, ability to detect or prevent fraud on its platforms; (xxii) failure to prevent security breaches or unauthorized access to ironSources or its third-party service
providers data; (xxiii) the global scope of ironSources operations, which are subject to laws and regulations worldwide, many of which are unsettled and still developing; (xxiv) the rapidly changing and increasingly stringent laws,
contractual obligations and industry standards relating to privacy, data protection, data security and the protection of children; and (xxv) the effects of health epidemics, including the COVID-19
pandemic.
ironSource and TBA caution you against placing undue reliance on forward-looking statements, which reflect current beliefs and are based on
information currently available as of the date a forward-looking statement is made. Forward-looking statements set forth herein speak only as of the date of this communication. Neither ironSource nor TBA undertakes any obligation to revise
forward-looking statements to reflect future events, changes in circumstances, or changes in beliefs. In the event that any forward-looking statement is updated, no inference should be made that ironSource or TBA will make additional updates with
respect to that statement, related matters, or any other forward-looking statements. Any corrections or revisions and other important assumptions and factors that could cause actual results to differ materially from forward-looking statements,
including discussions of significant risk factors, may appear, up to the consummation of the proposed transaction, in TBAs public filings with the SEC or, upon and following the consummation of the proposed transaction, in ironSources
public filings with the SEC, which are or will be (as appropriate) accessible at www.sec.gov, and which you are advised to consult.
Market, ranking and
industry data used throughout this communication, including statements regarding market size and technology adoption rates, is based on the good faith estimates of ironSources management, which in turn are based upon ironSources
managements review of internal surveys, independent industry surveys and publications, including reports by Altman Solon, App Annie, AppsFlyer, Apptopia, eMarketer, Newzoo, Omdia and Sensor Tower and other third party research and publicly
available information. These data involve a number of assumptions and limitations, and you are cautioned not to give undue weight to such estimates. While ironSource is not aware of any misstatements regarding the industry data presented herein, its
estimates involve risks and uncertainties and are subject to change based on various factors, including those discussed above.