Forward-Looking Statements
The information in this memo includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this memo, regarding DCRCs proposed acquisition of Solid Power, DCRCs ability to
consummate the transaction, the benefits of the transaction and the combined companys future financial performance, as well as the combined companys strategy, future operations, estimated financial position, estimated revenues and
losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this memo, the words could, should, will, may, believe,
anticipate, intend, estimate, expect, project, the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking
statements contain such identifying words. These forward-looking statements are based on managements current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of
future events. Except as otherwise required by applicable law, DCRC and Solid Power disclaim any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or
circumstances after the date of this memo. DCRC and Solid Power caution you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of
either DCRC or Solid Power. In addition, DCRC cautions you that the forward-looking statements contained in this memo are subject to the following factors: (i) the occurrence of any event, change or other circumstances that could delay the
business combination or give rise to the termination of the agreements related thereto; (ii) the outcome of any legal proceedings that may be instituted against DCRC or Solid Power following announcement of the transactions; (iii) the
inability to complete the business combination due to the failure to obtain approval of the shareholders of DCRC, or other conditions to closing in the transaction agreement; (iv) the risk that the proposed business combination disrupts
DCRCs or Solid Powers current plans and operations as a result of the announcement of the transactions; (v) Solid Powers ability to realize the anticipated benefits of the business combination, which may be affected by, among
other things, competition and the ability of Solid Power to grow and manage growth profitably following the business combination; (vi) costs related to the business combination; (vii) changes in applicable laws or regulations;
(viii) rollout of Solid Powers business and the timing of expected business milestones, (ix) the effects of competition on Solid Powers business, (x) supply shortages in the materials necessary for the production of Solid
Powers products, (xi) risks related to original equipment manufacturers and other partners being unable or unwilling to initiate or continue business partnerships on favorable terms, (xii) the termination or reduction of government
clean energy and electric vehicle incentives, (xiii) delays in the construction and operation of production facilities, (xiv) the amount of redemption requests made by DCRCs public stockholders, (xv) changes in domestic and
foreign business, market, financial, political and legal conditions, and (xvi) the possibility that Solid Power may be adversely affected by other economic, business, and/or competitive factors. Should one or more of the risks or uncertainties
described in this memo, or should underlying assumptions prove incorrect, actual results and plans could different materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may
impact the operations and projections discussed herein can be found in DCRCs periodic filings with the SEC, including DCRCs final prospectus for its initial public offering filed with the SEC on March 25, 2021. DCRCs SEC
filings are available publicly on the SECs website at www.sec.gov.
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