Advantages of a Merger With Legato II

Obtain a public currency without going through a time consuming, costly, and uncertain IPO
You will know the deal consideration (your selling price) at the beginning of the process rather than at the end (day before listing)
Expedited public listing with lower transaction costs
Potential closing of the “IPO Window” is not an issue since Legato is already public
Legato’s management team has a successful record of completing SPAC transactions
Unlike an IPO underwriter, Legato’s board and management team are highly motivated to see your stock price continue to appreciate after the transaction is closed
Flexible deal structure - Legato has the ability to use cash, debt, common stock, preferred stock, contingent consideration, or any combination of these to structure a transaction that works for all parties
Flexible deal structure - Unlike a traditional IPO, Allegro can structure a deal with contingent earn-out consideration, which can result in a significantly higher effective price

Create a liquidity event for the owners while allowing them to maintain control
Private equity purchasers often seek a controlling interest in the entity while Legato can structure a deal that allows the current owners of the company to maintain control
A transaction with Legato would likely result in a cash infusion, rather than a heavily leveraged balance sheet typical of a private equity transaction
Less leverage allows management to focus on growing the business, not making interest payments and paying down debt
A transaction with Legato would provide greater upside to the our merger partner because they will own a significant portion of the public entity and therefore maintain a substantial interest in the upside of the business
All of the advantages typical of a public company, such as greater access to capital (debt and equity), an acquisition currency, increased profile/awareness and greater employee retention and incentive through options

Create a liquidity event for the owners while allowing them to maintain control
Strategic buyers often downsize the organization and eliminate much of the senior management team
Our merger partner will own a significant portion of the public entity and maintain a substantive interest in the upside of the business
The company’s legacy can continue as a public entity
All of the advantages typical of a public company, such as greater access to capital (debt and equity), an acquisition currency, increased profile/awareness and greater employee retention and incentive through options