ADDITIONAL LEGAL INFORMATION
Forward-Looking Statements Legend
This document contains
certain forward-looking statements within the meaning of the federal securities laws with respect to the proposed transaction between Ginkgo and Soaring Eagle, including statements regarding the anticipated timing of the transaction, the services
offered by Ginkgo and the markets in which it operates, and Ginkgos projected future results. These forward-looking statements generally are identified by the words believe, project, expect,
anticipate, estimate, intend, strategy, future, opportunity, plan, may, should, will, would, will be,
will continue, will likely result, and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a
result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including but not limited to: (i) the risk that the transaction may not be
completed in a timely manner or at all, which may adversely affect the price of Soaring Eagles securities, (ii) the risk that the transaction may not be completed by Soaring Eagles business combination deadline and the potential
failure to obtain an extension of the business combination deadline if sought by Soaring Eagle, (iii) the failure to satisfy the conditions to the consummation of the transaction, including the adoption of the agreement and plan of merger by
the shareholders of Soaring Eagle and Ginkgo, the satisfaction of the minimum trust account amount following redemptions by Soaring Eagles public shareholders and the receipt of certain governmental and regulatory approvals, (iv) the lack
of a third party valuation in determining whether or not to pursue the proposed transaction, (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the agreement and plan of merger,
(vi) the effect of the announcement or pendency of the transaction on Ginkgo business relationships, performance, and business generally, (vii) risks that the proposed transaction disrupts current plans of Ginkgo and potential difficulties
in Ginkgo employee retention as a result of the proposed transaction, (viii) the outcome of any legal proceedings that may be instituted against Ginkgo or against Soaring Eagle related to the agreement and plan of merger or the proposed
transaction, (ix) the ability to maintain the listing of Soaring Eagles securities on Nasdaq, (x) volatility in the price of Soaring Eagles securities due to a variety of factors, including changes in the competitive and highly
regulated industries in which Ginkgo plans to operate, variations in performance across competitors, changes in laws and regulations affecting Ginkgos business and changes in the combined capital structure, (xi) the ability to implement
business plans, forecasts, and other expectations after the completion of the proposed transaction, and identify and realize additional opportunities, and (xii) the risk of downturns in demand for products using synthetic biology. The foregoing
list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the Risk Factors section of Soaring Eagles proxy statement/prospectus relating to the
transaction (the Proxy Statement), and in Soaring Eagles other filings with the SEC. Soaring Eagle and Ginkgo caution that the foregoing list of factors is not exclusive. Soaring Eagle and Ginkgo caution readers not to place undue
reliance upon any forward-looking statements, which speak only as of the date made. Neither Soaring Eagle nor Ginkgo undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to
reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.