Volatus Aerospace : July 2023 Volatus Aerospace Deck

INNOVATING AERIAL INTELLIGENCE.

July 15, 2023

TSXV : VOL | OTCQB : VLTTF

CAUTIONARY NOTE

The information contained in this presentation, as supplemented or amended from time to time ("Presentation") has been prepared by Volatus Aerospace Corp. ("Volatus Aerospace" or the "Company").

This Presentation contains confidential information pertaining to the business, operations and assets of the Company. The information contained in this presentation (a) is provided as at the date hereof and is subject to change without notice, (b) does not purport to contain all the information that may be necessary or desirable to fully and accurately evaluate an investment in the Company and (c) is not to be considered as a recommendation by the Company that any person make an investment in the Company. An investment in the securities described herein is speculative and involves a number of risks that should be considered by a prospective investor. Prospective investors should each make their own evaluation of the Company and of the relevance and adequacy of the information contained herein and should consult with their own advisers and make such other investigations as they deem necessary, including with respect to legal, tax, regulatory, financial or accounting matters. This Presentation accordingly should not be treated as giving investment advice.

This Presentation is confidential and is being provided to you solely for your information and may not be reproduced, in whole or in part, in any form or forwarded or further distributed to any other person. Any forwarding, distribution or reproduction of this presentation in whole or in part is unauthorized. By accepting and reviewing this Presentation, you acknowledge and agree (i) to maintain the confidentiality of this Presentation, the information contained herein and all other information received in connection with your evaluation of a potential investment in the Company, (ii) to protect such information in the same manner you protect your own confidential information, which shall be at least a reasonable standard of care and (iii) to not utilize any of the information contained herein or otherwise received except to assist with your evaluation of a potential investment in the Company. You will be liable for any damage caused by or resulting from any unauthorized disclosure or use of the information contained herein.

Certain statements or information contained in this document constitute forward-looking Information under applicable securities laws ("forward-looking statements"). Any statements that express, or involve discussions as to, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, through the words or phrases such as "will likely result, "are expected to", "expects", "anticipate", "believe", "continue", "estimate", "intend", "plan", "potential", "predict", "project", "seek" or other similar words) are not statements of historical fact and may be forward-looking statements. Forward-looking statements involve internal projections, estimates or beliefs of Volatus Aerospace concerning, among other things, future growth, results of operations, future expenditures, plans for and results of investments, business prospects and opportunities. Forward-looking statements contained in this document include the potential benefits and future performance of the combined business of Volatus Aerospace and other businesses acquired, future market size or potential; product development and anticipated market acceptance of products and financial forecasts and assumptions including costs, revenues, margins and profits. These forward-looking statements are subject to numerous risks and uncertainties, many of which are beyond the control of Volatus Aerospace. By its nature, forward-looking information involves a number of known and unknown risks, uncertainties and assumptions concerning, among other things, the Company's anticipated business strategies, anticipated trends in the Company's business, anticipated future revenue streams, and anticipated market share, that could cause actual results or events to differ materially from those expressed or implied by such forward-looking information. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. In addition, even if the outcome and financial effects of the plans and events described herein are consistent with the forward-looking information contained in this presentation, those results or developments may not be indicative of results or developments in subsequent periods. Additional risk factors are also set forth in the Company's annual information form ("AIF") and other filings available on the Company's SEDAR profile at www.sedar.com. Although AIF has attempted to identify important risks and factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors and risks that cause actions, events or results not to be as anticipated, estimated or intended. Readers are cautioned that the foregoing list of factors is not exhaustive.

Forward-looking statements contained in this Presentation are based on Volatus Aerospace's current, estimates, assumptions and projections, which Volatus Aerospace believes are reasonable as of current date, it cannot guarantee future results, performance or achievement since such expectations are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies which could cause actual results to differ materially from those expressed or implied in any forward-looking statements made herein. No assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. These forward-looking statements are made as of the date this document and Volatus Aerospace disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise, other than as required by applicable law. Accordingly, readers should not place undue reliance on such forward-looking statements, future-oriented financial information and financial outlooks.

"Future-oriented financial information" is forward-looking information about prospective results of operations, financial position or cash flows, based on assumptions about future economic conditions and courses of action, and presented in the format of a historical statement of financial position, statement of comprehensive income or statement of cash flows. Similarly, a "financial outlook" is forward-looking information about prospective financial performance, financial position or cash flows that is based on assumptions about future economic conditions and courses of action that is not presented in the format of a historical statement of financial position, statement of comprehensive income or statement of cash flows. Future- oriented financial information and financial outlook made herein or made elsewhere are made solely based on information available to Volatus Aerospace as of the date hereof and are subject to the same assumptions, risk factors and other qualifications as all other forward-looking information and forward-looking statements and are presented solely for the purpose of conveying the current anticipated expectations of Volatus Aerospace and may not be appropriate for any other purposes. The Company's actual financial position and results of operations may differ materially from management's current expectations and, as a result, the Company's revenue, EBITDA and gross margin may differ materially from the revenue, EBITDA and gross margin profiles provided in this Presentation. Such information is presented for illustrative purposes only.

This Presentation refers to certain financial performance measures that are not defined by and do not have a standardized meaning under International Financial Reporting Standards (termed "Non-IFRSmeasures"). This Presentation refers to certain financial performance measures that are not defined by and do not have a standardized meaning under International Financial Reporting Standards (termed "Non-IFRSMeasures"), such as EBITDA, gross margin and CAGR. The Company derives gross margin by subtracting costs of goods sold from total revenue and dividing such number by total revenue. The Company defines CAGR (Compounded Annual growth Rate) as the annualized average rate of revenue growth between two given years, assuming growth takes place at an exponentially compounded rate. Volatus Aerospace defines EBITDA as earnings before interest tax depreciation and amortisation. Non-IFRS measures are used by management to assess the financial and operational performance of Volatus Aerospace. Volatus Aerospace believes that these Non-IFRS measures, in addition to conventional measures prepared in accordance with International Financial Reporting Standard, enable investors to evaluate Volatus Aerospace's operating results, underlying performance and prospects in a similar manner to Volatus Aerospace's management. As there are no standardized methods of calculating these Non-IFRS measures, Volatus Aerospace's approach may differ from those used by others, and accordingly, the use of these measures may not be directly comparable. Accordingly, these Non-IFRS measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with International Financial Reporting Standards.

INDUSTRY AND MARKET DATA

Market and industry data presented in this Presentation (including estimates and projections relating to addressable markets) was obtained from third-party reports, publications, websites and other publicly available information or prepared by Volatus Aerospace or on its behalf on the basis of its knowledge of the markets and industry in which it operates or plans to operate, including information provided by suppliers, partners, dealers and other industry participants. The accuracy and completeness of the market and industry data presented in this Presentation are not guaranteed, and the Company does not make any representation or warranty, express or implied, as to the accuracy or completeness of such data. Although the Company believes it to be reliable, Volatus Aerospace has independently verified any of the data from third-party sources referred to in this Presentation, analyzed or verified the underlying studies or surveys relied upon or referred to by such sources, or ascertained the underlying market, industry and other assumptions relied upon by such sources. Market and industry data is subject to variations and cannot be verified due to limits on the availability and reliability of data inputs, the voluntary nature of the data gathering process and other limitations and uncertainties inherent in any statistical survey. While the Company is not aware of any misstatements regarding the industry and market data presented in this Presentation, such data involve risks and uncertainties and are subject to change based on various factors, including those factors discussed under "Cautionary Note" above. The Company has no intention and undertakes no obligation to update or revise any such information or data, whether as a result of new information, future events or otherwise, except as required by law.

INVESTOR NOTICE

STATUTORY RIGHTS OF ACTION: In certain circumstances, purchaser's resident in certain provinces of Canada are provided with a remedy for rescission or damages, or both, in addition to any other right they may have at law, where an offering memorandum (such as this presentation) and any amendment to it contains a misrepresentation. Where used herein, "misrepresentation" means an untrue statement of a material fact or an omission to state a material fact that is required to be stated or that is necessary to make any statement not misleading in light of the circumstances in which it was made. These remedies, or notice with respect to these remedies, must be exercised or delivered, as the case may be, by the purchaser within the time limits prescribed by applicable securities legislation.

The following summary is subject to the express provisions of the applicable securities laws, regulations and rules, and reference is made thereto for the complete text of such provisions. Such provisions may contain limitations and statutory defences not described here on which the Company and other applicable parties may rely. Purchasers should refer to the applicable provisions of the securities legislation of their province for the particulars of these rights or consult with a legal adviser.

The following is a summary of rights of rescission or damages, or both, available to purchaser's resident in the provinces of Ontario, New Brunswick, Nova Scotia and Saskatchewan. If there is a misrepresentation herein and you are a purchaser under securities legislation in Ontario, New Brunswick, Nova Scotia or Saskatchewan you have, without regard to whether you relied upon the misrepresentation, a statutory right of action for damages, or while still the owner of the securities, for rescission against the "Company". This statutory right of action is subject to the following: (a) if you elect to exercise the right of action for rescission, you will have no right of action for damages against the Company; (b) except with respect to purchasers resident in Nova Scotia, no action shall be commenced to enforce a right of action for rescission after 180 days from the date of the transaction that gave rise to the cause of action; (c) no action shall be commenced to enforce a right of action for damages after the earlier of (i) 180 days (with respect to purchasers resident in Ontario) or one year (with respect to purchasers resident in Saskatchewan and New Brunswick) after you first had knowledge of the facts giving rise to the cause of action and (ii) three years (with respect to purchasers resident in Ontario) or six years (with respect to purchasers resident in Saskatchewan and New Brunswick) after the date of the transaction that gave rise to the cause of action; (d) with respect to purchasers resident in Nova Scotia, no action shall be commenced to enforce a right of action for rescission or damages after 120 days from the date on which payment for the securities was made by you; (e) the Company will not be liable if it proves that you purchased the securities with knowledge of the misrepresentation; (f) in the case of an action for damages, the Company will not be liable for all or any portion of the damages that it proves do not represent the depreciation in value of the securities as a result of the misrepresentations; and (g) in no case will the amount recoverable in such action exceed the price at which the securities were sold to you. The foregoing is a summary only and is subject to the express provisions of the Securities Act (Ontario), the Securities Act (New Brunswick), the Securities Act (Nova Scotia) and the Securities Act (Saskatchewan) and the rules, regulations and other instruments thereunder, and reference is made to the complete text of such provisions contained therein. Such provisions may contain limitations and statutory defences on which the Company may rely.

RESALE RESTRICTIONS: The securities described herein are being offered on a private placement basis in reliance upon prospectus and registration exemptions under applicable securities legislation. Resale of the securities offered hereby will be subject to restrictions under applicable securities legislation, which will vary depending on the relevant jurisdiction. Generally, such securities may be resold only pursuant to an exemption from the prospectus and registration requirements of applicable securities legislation or pursuant to an exemption order granted by appropriate securities regulatory authorities.

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ABOUT VOLATUS.

Volatus Aerospace is an innovative aerial intelligence company. We sell, service, and operate both piloted and remotely piloted aircraft (drones) to collect data and deliver actionable intelligence to our clients.

As an innovator, Volatus disrupts legacy practices by:

• Replacing piloted aircraft with drones,
• Replacing human observers with advanced sensors, and
• Driving toward the use of machine vision and AI to accelerate classification and analysis.

As a solution provider, Volatus integrates and develops remotely piloted technologies for specific applications.

WHAT IS

AERIAL INTELLIGENCE?

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MARKET SIZE.

US $1.8 BILLION

Serviceable Obtainable Market by 2027

Matured Markets

CIVIL MARKET

CAGR %

DEFENSE

TAM: US$3.9B market in North

With 8.1% CAGR in North America

• Industries are adopting drone and autonomous technologies at an

accelerated rate.

Emerging Markets MARKET MATURITY

AGRICULTURE

TAM: US$3.3B in North America by 2032

SOM: US$330M

Small

OIL & GAS

	TAM: US$8.6B in
	Canada
	and the US
POWER UTILITY
	SOM: US$868M
	TAM: US$507M in
	Canada and
FAÇADE	US$6.4B market
in the US.
INSPECTION
TAM: US$4B in	SOM: US$345M
Canada and the US

SOM: US$81M

MARKET SIZE

America by 2027

SOM: US$414M (Small UAV only)

Large

• Bridge inspection is expected to be US$1B market based on 668K

bridges in the US and Canada

• Serviceable market for Forest Fire in Canada and the US is US$52M

• Volatus has presence in Bridge, Power utility, Oil and Gas, façade

inspections, and defense markets currently and expanding aggressively.

• Volatus presently provides services and supplies drone technologies in

Canada and the US. 60% of current market is sale of technology and 40%

in services. Services division is expanding with higher gross margin

• Current drone industry is highly fragmented with distributed with no

consolidator. Existing large players are focused on defense segment and

do not have capabilities to expand in services due to lack of adequate

infrastructure.

• Volatus has built an "Uber Model" consisting of 1,200 contract

pilots spread across the US.

TAM: Total Addressable Market | SOM: Serviceable Obtainable Market

*Data taken from Markets and Markets 2023 Report, Market.US, 2023 Report, and management estimate

• All industrial sectors serviceable market is as of 2023.	5