Allegro.eu S.A.

Report Publication Announcement • Dec 19, 2025

Report Content Current report No. 35/2025

December 19, 2025

Title: Conclusion of the Participation Agreement related to receivablesfrom consumer credits between Allegro Pay sp. z o.o. and SantanderFactoring sp. z o.o.

Legal basis: Article 17 of Market Abuse Regulation

The Board of Directors of Allegro.eu (the "Company"), hereby announcesthat on 19 December 2025, Allegro Pay sp. z o.o. ("Allegro Pay"), awholly owned subsidiary of the Company, signed a Participation Agreementrelated to the receivables from consumer credits (the "Agreement") withSantander Factoring sp. z o.o. ("Santander Factoring"), a subsidiary ofSantander Bank Polska S.A.

The Agreement is substantially equivalent in its purpose and key termsto the participation agreement dated March 21, 2024, concluded byAllegro Pay with Banco Santander S.A. (see: the Company's current reportno. 7/2024).

The effect of the Agreement is that Allegro Pay will be allowed tocooperate under participation in financing receivables with BancoSantander and Santander Factoring.

According to the Agreement, Allegro Pay may request Santander Factoringto participate in certain financed receivables, selected by Allegro Payand accepted by Santander Factoring. The financed receivables, meaningthe right to payment related to the principal amount of consumer creditgranted by Allegro Pay, shall meet the eligibility criteria defined inthe Agreement. Allegro Pay will remain responsible for debt collection,tracking, reconciliation and transfer of the proceeds of the financedreceivables to Santander Factoring, whereas Allegro Pay shall act forthe benefit of Santander Factoring only concerning reconciliation andtransfer of collected proceeds of financed receivables. Participation isin effect receiving the cash flows from receivables originated byAllegro Pay and results in those receivables being derecognised fromAllegro Pay's balance sheet.

The basis of cooperation and economic effects are the same in both theAgreement and agreement dated March 21, 2024. Under the Agreement,Santander Factoring shall participate in the proposed financedreceivables on a revolving basis up to a total amount of PLN 2.5billion. The initial limit granted is PLN 1.5 billion. An additional PLN1 billion is optional for Santander Factoring. The performance of theAgreement by Santander Factoring will be secured by Santander BankPolska S.A.

The Agreement is complementary to the participation agreement of March21, 2024, concluded by Allegro Pay with Banco Santander S.A., andtherefore the use of the guaranteed limit under one of these agreementsis to reduce the level of this limit provided for in the otheragreement. Consequently, the simultaneous total use of guaranteed limitsunder these agreements will not exceed PLN 1.5 billion.

The Company is not a party to the Agreement, but it will act as aGuarantor, solely guaranteeing obligations of Allegro Pay but not theperformance of the customers who are debtors under the consumer credits.

The Agreement is concluded for an indefinite period, with the guaranteedlimit available until June 2027. The Agreement provides a 6-month noticeperiod reserved for both parties and with no exclusivity established.

Allegro.eu is a Luxembourg public limited company (socit anonyme),registered office: 6, rue Eugne Ruppert, L - 2453 Luxembourg, GrandDuchy of Luxembourg, Luxembourg Business Register: B214830.