ACQUISITION CRITERIA

Consistent with our strategy, we have identified the following general criteria and guidelines which we believe are important in evaluating prospective target businesses. We will use these criteria and guidelines in evaluating acquisition opportunities and will initially target businesses with enterprise values of approximately $500 million to $1.0 billion but we may decide to enter into our initial business combination with a target business that does not meet
these criteria and guidelines.


We believe there are a considerable number of potential target businesses within this valuation range that can benefit from new capital to scale operations and generate substantial revenue and earnings growth.


We intend to acquire one or more businesses that we believe have the following characteristics:


Benefits from Access to Public Equity Markets. We intend to seek to acquire a target with an experienced operating management team that may lack experience with the capital markets but that has the ambition to take advantage of the improved liquidity and additional capital that can come from a successful listing in the United States. The access to the capital markets could allow such a target business to accelerate its growth, enhancing its ability to pursue accretive acquisitions, high-return capital projects, and/or strengthen its balance sheet and recruit and retain key employees through the use of publicly-traded equity compensation.
 

Niche Market Position. We intend to seek target businesses with niche positions across an industry or businesses that have leading competitive technology, distinctive brand equity and/or product competencies. In particular, we intend to seek businesses that may be at a point of achieving high growth and require additional expertise or capital to help drive their further expansion.


Operated by a Talented and Incentivized Management Team. We will focus on companies with strong and experienced management teams that desire a significant equity stake in the post-business combination company. We will seek to partner with a management team and/or seller who is well-incentivized and aligned in an effort to create shareholder value.


Benefits from Our Ability to Creatively Structure Transaction to Unlock and Maximize Value. We will look for situations where our extensive experience and creativity can create a win-win solution for both sides of the transaction.


Established Targets With Strong Existing Links with Asian Markets. We intend to target one or more businesses that have significant synergies with Asian markets. In addition, we plan to leverage the expansive network of our management team and directors in sourcing potential initial business combination opportunities within these markets.


Fundamentally Sound Companies With The Potential to Further Improve Under Our Ownership. We believe our management team’s experience in our target sectors and our network of industry contacts have the potential to generate opportunities to enhance the financial and operational efficiencies of the target business, and potentially offer attractive returns for our shareholders.


Companies That Are at an Inflection Point Where We Believe We Can Drive Improved Financial Performance. We offer opportunities to enhance financial performance through organic initiatives and/or inorganic growth opportunities that we identify in our analysis and due diligence.


These criteria are not intended to be exhaustive. Any evaluation of the merits of a particular initial business combination may be based, to the extent relevant, on these general guidelines as well as other considerations, factors and criteria that our management team may deem relevant. In the event that we decide to enter into our initial business combination with a target business that does not meet the above criteria and guidelines, we will disclose that the target business does not meet the above criteria in our shareholder communications related to our initial business combination, which, as discussed in this prospectus, would be in the form of tender offer documents or proxy solicitation materials that we would file with the SEC.

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