Allgeier SE

Investor Presentation • May 1, 2021

Investor Presentation May 2021

This presentation and the information contained herein are for information purposes only and do not constitute a prospectus or an offer to sell or a solicitation of an offer to buy or subscribe for any securities of Allgeier SE or Nagarro SE. This presentation is not directed to, or intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation of such jurisdiction or which would require any registration or licensing within such jurisdiction. Any failure to comply with these restrictions may constitute a violation of the laws of other jurisdictions. Any securities to be distributed in connection with this transaction have not been and will not be registered under the U.S. Securities Act of 1933 (as amended) or the laws of any state of the U.S. Neither Allgeier SE nor Nagarro SE intends to register any securities referred to herein in the U.S.

This presentation is being distributed to, and is directed only at, persons in the United Kingdom ("U.K.") in circumstances where section 21(1) of the Financial Services and Markets Act 2000 does not apply. This document does not constitute an offer document or an offer of securities to the public in the U.K. to which section 85 of the Financial Services and Markets Act 2000 of the U.K. applies and is not, and should not be considered as, a recommendation that any person should subscribe for or purchase any securities. This document is being communicated only to (i) persons who are outside the U.K.; (ii) persons who have professional experience in matters relating to investments falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (iii) persons within the scope of article 43 of the Order or (iv) high net worth companies, unincorporated associations and other bodies who fall within article 49(2)(a) to (d) of the Order (all such persons together being referred to as "Relevant Persons"). Any investment or investment activity to which this document relates is available only to and will be engaged in only with Relevant Persons, and any person who is not a Relevant Person must not act or rely on this communication or any of its contents. This document should not be published, reproduced, distributed or otherwise made available, in whole or in part, to any other person without the prior consent of Allgeier SE or Nagarro SE.

No representation or warranty, express or implied, is made as to the fairness, accuracy, completeness or correctness of the information contained herein, and no reliance should be placed on it. Neither Allgeier SE nor Nagarro SE nor any of their affiliates, advisers, connected persons or any other person accepts any liability for any loss howsoever arising (in negligence or otherwise), directly or indirectly, from this presentation or its contents or otherwise arising in connection with this presentation.

Certain financial data included in this presentation consists of non-IFRS financial measures. These non-IFRS financial measures may not be comparable to similarly titled measures presented by other companies, nor should they be construed as an alternative to other financial measures determined in accordance with IFRS. You are cautioned not to place undue reliance on any non-IFRS financial measures included herein.

All Allgeier related financial information mentioned in this presentation refer to the financials of Allgeier post spin-off of Nagarro group unless stated otherwise. The figures for the years 2017 to 2019 and for the first half year 2020 have been prepared primarily by splitting the preliminary draft Combined Financial Statements of the new Nagarro group from the consolidated Allgeier group financials.

Nagarro related financial information mentioned in this presentation refers to the financials of Nagarro post spin-off unless stated otherwise. The Nagarro financial information for the fiscal years 2017 to 2019 has been derived from the preliminary draft combined financial statements of Nagarro for the fiscal years 2017 to 2019 (the "Combined Financial Statements"). Such financial information is unaudited and preliminary and may change. The Nagarro financial information for the six-month period ended June 30, 2020 (the "H1 Financial Information") has been derived from segment information extracted from the unaudited consolidated interim financial statements of Allgeier SE. This segment information does not necessarily represent the results of operations, financial position or cash flows of the Nagarro group had it operated as a stand-alone group during the period under review. The accounting methodology for the H1 Financial Information is different from the accounting methodology of the Combined Financial Statements which have been used as the basis for presenting Nagarro data for fiscal years 2017 to 2019 in this presentation.

This presentation contains forward-looking statements. These statements are based on the current views, expectations, assumptions and information of the management of Allgeier SE and Nagarro SE. Forward-looking statements involve known and unknown risks and uncertainties and, therefore actual results, performance or events may differ materially from those described in such statements due to, among other things, changes in the general economic and competitive environment, risks associated with capital markets, currency exchange rate fluctuations, changes in international and national laws and regulations, in particular with respect to tax laws and regulations, affecting Allgeier SE and/or Nagarro SE, and other factors. Neither Allgeier SE nor Nagarro SE undertake any obligation to update any of the forward-looking statements.

Any assumptions, views or opinions contained in this presentation represent the assumptions, views or opinions of Allgeier SE or Nagarro SE as of the date of this presentation and are subject to change without notice. All information not separately sourced is from Allgeier SE or Nagarro SE data and estimates. Market and market share data is based on company internal estimates derived from own analysis and aggregation of internal and external market data, including data from third-party sources. Third party industry publications, studies and surveys generally state that the data contained therein have been obtained from sources believed to be reliable, but that there is no guarantee of the accuracy or completeness of such data. While Allgeier SE and Nagarro SE, as the case may be, believe that each of these publications, studies and surveys has been prepared by a reputable source, neither Allgeier SE nor Nagarro SE or any other party has independently verified the data contained therein. Accordingly, no reliance should be placed on any of the industry or market data contained in this presentation. Information contained in this presentation related to past performance is not an indication of future performance. The information in this presentation is not intended to predict actual results, and no assurances are given with respect thereto.

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Disclaimer

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Agenda

Allgeier at a glance Spin-off benefits Market trends Business overview Financials Strategy

Allgeier at a glance

12 % Adj. EBITDA CAGR1,2,3 (2016-2020)

€352m Revenue 2020 1

€30m Adj. EBITDA 2020 1,3

~2,400 employees 4 ~800 freelance experts 4

78 acquisitions 10 disinvestments (2005-2021)

Allgeier key facts post spin-off

1) Continuing operations according to IFRS 2) Compound Annual Growth Rate 3) EBITDA before effects that are extraordinary or relate to other periods 4) As of December 31, 2020

IT holding with a successful buy & build strategy for more than 15 years

Full IT and software services portfolio ranging from high-end software development to business efficiency solutions for digitization and business transformation

Focus on German-speaking

market

Broad and stable customer base consisting of large enterprises, mid-sized companies and public sector clients

At a glance

2,000 Avg. customers 2020

Allgeier's buy & build competence is underlined by its M&A track record

1) Based on historical consolidated Allgeier group financials according to IFRS including Nagarro group (discontinued operations)

2) Compound Annual Growth Rate 2005-2019

3) Based on combined financial statements of Nagarro group 4) Consolidated as of January 2021

▪ Entities highlighted form the Nagarro group

At a glance

Experienced and entrepreneurial management team

Hubert Rohrer Management Board

Bremen, Germany

Dr. Marcus Goedsche Management Board

Munich, Germany

Carl Georg Duerschmidt CEO, Management Board

Munich, Germany

With Allgeier since 2001 Board member since 2003

With Allgeier since 2007 Board member since 2008

With Allgeier since 1986 Board member since 2013

Spin-off benefits

Allgeier is re-focusing on its strengths

… proven buy & build strategy and continuing to grow above market average through value-creating acquisitions

… organic and inorganic growth of its existing portfolio units building on a lean holding structure

… leveraging the strong Allgeier and mgm brands in the German-speaking market

… the digitization needs of customers in major verticals

Focusing on

Market trends

Allgeier participates in market trends in a growing European IT market

Business overview

• developer as leading provider of e-government, commerce and insurance solutions

• Covering a comprehensive spectrum of digitization expertise along the three units mgm technology partners, mgm consulting partners and mgm security partners

• enterprise services, experts and cyber security units to create a strong joint full-service IT offering

• Focus on deepening of customer relationships, participation in major tenders and pitches in the field of IT services as one-stop shop for the entire IT portfolio with the aim to enhance value-add and achieve higher margins

Allgeier re-organized the segments to emphasize its core operations

Enterprise IT – Fully fledged German software project and IT services provider

Hubert Rohrer Member of the Allgeier SE Management Board

21 locations in Germany 5 locations in Austria, Switzerland and Turkey 1

~1,600 IT experts 1 ~750 freelance IT experts

1

Enterprise IT is a full-range IT solutions and services provider for customers' mission-critical processes focusing on the German-speaking region

Comprehensive project and IT services portfolio for large software projects and long-term managed services and maintenance contracts based on:

• market-leading software products and business digitalization platforms from suppliers like Microsoft, SAP, IBM and Oracle

• own IP-based architecture and software solutions

• in-depth process know-how and consulting expertise in the areas of business efficiency solutions, IT security, business process management, enterprise content management, cloud solutions and mobile applications
• large resource pool of highly qualified IT and engineering experts ensuring a high level of scalability and flexibility in project implementation and support

Extensive customer base of around 500 large enterprises and business with recurring nature, leveraging customer access to extend excellent software project services; revenues by T&M and license fees

Business focus

Broad customer base is a core value of Enterprise IT

• Building a central document collaboration platform for Vodafone in Germany and other countries as well as subsidiaries of Vodafone
• Migration of >4.5bn documents that are accessible for 4,500 users
• Technical basis is our proprietary DMS software that got highly customized for the specific Vodafone requirements, all architecture and software engineering is done by us
• The project is ongoing for 4 years and with a deployment of over 14,000 person days so far
• Our revenue from the project comprises of T&M and license fees

Business overview

Customer story Vodafone Project OneDMS: Selected clients

Enterprise IT sustains a broad and loyal customer base

Business overview

Customer diversification¹ Number of accounts¹

Industry segmentation1

mgm technology partners – High-end specialist for digitization & disruptive technology and consulting services

mgm technology partners is a consulting and solution provider for digitization projects and one of the leading service providers for e-government in Germany

The company implements its own platforms like "A12" and develops enterprise applications for crisis-resistant sectors. The mgm platforms are used by millions of users every day. The most prominent platform is the electronic tax system ELSTER for the German public sector

mgm technology partners' disruptive software development process enables customers to digitize their business expertise by themselves – leading to digital sovereignty

Together with its subsidiaries mgm consulting partners and mgm security partners mgm covers the full range of digitization topics: management consulting, digital transformation and web application security

Hamarz Mehmanesh CEO

10 locations in Germany 6 locations in France, Czech Republic, Switzerland, Austria, USA and Vietnam¹

~800 software developers and consultants 1 ~50 freelance IT experts

Business focus

Customer story ELSTER

mgm technology partners' success is underlined by key public & enterprise accounts

• ELSTER is the largest and best-known e-government solution from Germany and one of the best references
• Online since >15 years safe, easily accessible, highly available & scalable; permanent access for 30m households and 5m companies
• Modern open-source technology with proprietary IT and model-based approach that allows flexibility and customization
• High performance and stability for up to 1,000 system requests per second
• Ongoing project that continuously generates T&M revenues

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Selected clients

mgm technology partners has in-depth know-how in commerce and e-government

Customer diversification¹ Number of accounts¹

Industry segmentation¹

Financials

2017 2018 2019 2020 2021 360 397 89 Gross profit & margin¹ in € m Adj. EBITDA & margin1,3 Revenue¹in € m in € m 379 352

Allgeier P&L comprises of sustainable growth and restructuring of parts of the business

1) Continuing operations according to IFRS

2) Compound Annual Growth Rate 2017-2019 3) EBITDA before effects that are extraordinary or relate to other periods

Allgeier has sufficient headroom for future M&A

€140m

New revolving credit facility by a bank consortium

Post Nagarro spinoff …

… Allgeier has kept most of the holding costs with room for improvement and

… Nagarro has taken on the majority of net debt as of spin-off date

1) Based on partly unaudited financials of continued operations according to IFRS 2) Net debt-to-EBITDA (LTM) ratio

The restructuring of Enterprise IT has led to decrease in revenue, but notable recovery of earnings

1) Based on unconsolidated quarterly segment financials according to IFRS

mgm technology partners shows continuous growth with high profitability

1) Based on quarterly segment financials according to IFRS

Guidance for the 2021 financial year

2021

For the FY 2021, revenues are expected to be between €360–400m (growth contribution from both segments)

www.allgeier.com 1) EBITDA before effects that are extraordinary or relate to other periods 25

€31–35m

Strategy

Allgeier creates shareholder value by …

Postal address

Einsteinstrasse 172 – Blue Tower I D-81677 Munich Phone: +49 89 998421-0

Contact

Investor Relations ir@allgeier.com

Web Follow us on LinkedIn

www.allgeier.com/en/investor-relations