www.sec.gov.
Participants in the Solicitation
DCRN and its directors and executive officers may be deemed participants in the solicitation of proxies from DCRNs stockholders with respect to the
proposed business combination. A list of the names of those directors and executive officers and a description of their interests in DCRN is contained in DCRNs filings with the SEC, including DCRNs Annual Report on Form 10-K for the fiscal year ended December 31, 2020, which was filed with the SEC on March 31, 2021, and is available free of charge at the SECs web site at www.sec.gov. Additional information regarding
the interests of such participants will be set forth in the Registration Statement for the proposed business combination when available. NewCo and Tritium and their respective directors and executive officers may also be deemed to be participants in
the solicitation of proxies from the shareholders of DCRN in connection with the proposed business combination. A list of the names of such directors and executive officers and information regarding their interests in the business combination will
be contained in the Registration Statement for the proposed business combination when available.
No Offer or Solicitation
This document does not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed business
combination. This document also does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor will there be any sale of securities in any states or jurisdictions in which such offer,
solicitation, or sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities will be made except by means of a prospectus meeting the requirements of section
10 of the Securities Act of 1933, as amended, or an exemption therefrom.
Forward Looking Statements
Certain statements made in this document are forward-looking statements within the meaning of the safe harbor provisions of the United
States Private Securities Litigation Reform Act of 1995 with respect to the proposed business combination and including statements regarding the benefits of the business combination, the anticipated timing of the business combination, the
anticipated consummation and timing of the private offering of ordinary shares in the capital of NewCo to a certain investor (the PIPE Financing), the services offered by Tritium and the markets in which it operates, and NewCos
projected future results. These forward-looking statements generally are identified by the words estimates, projected, expects, anticipates, forecasts, plans,
intends, believes, seeks, targets, may, will, should, would, will be, will continue, will