Scout24 AG

Investor Presentation • Nov 8, 2017

www.scout24.com

Scout24 AG

Q3 2017 Results Conference Call

November 8, 2017

Disclaimer

This document has been issued by Scout24 AG (the "Company" and, together with its direct and indirect subsidiaries, the "Group") and does not constitute or form part of and should not be construed as any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any securities of the Company, nor shall any part of it nor the fact of its distribution form part of or be relied on in connection with any contract or investment decision, nor does it constitute a recommendation regarding the securities of the Company or any present or future member of the Group.

All information contained herein has been carefully prepared. However, no reliance may be placed for any purposes whatsoever on the information contained in this document or on its completeness. No representation or warranty, express or implied, is given by or on behalf of the Company or any of its directors, officers or employees or any other person as to the accuracy or completeness of the information or opinions contained in this document and no liability whatsoever is accepted by the Company or any of its directors, officers or employees nor any other person for any loss howsoever arising, directly or indirectly, from any use of such information or opinions or otherwise arising in connection therewith.

The information contained in this presentation is subject to amendment, revision and updating. Certain statements, beliefs and opinions in this document are forward-looking, which reflect the Company's or, as appropriate, senior management's current expectations and projections about future events. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. Statements contained in this document regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. The Company does not undertake any obligation to update or revise any information contained in this presentation (including forward-looking statements), whether as a result of new information, future events or otherwise. You should not place undue reliance on forward-looking statements, which speak only as of the date of this document.

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Key Financial Highlights

Note: All figures in € millions.

1. Ordinary operating (oo)EBITDA represents EBITDA adjusted for non-operating and special effects, ordinary operating EBITDA margin of a segment is defined as ordinary operating EBITDA as a percentage of external segment revenues.

2. Cash contribution is defined as ooEBITDA less Capital expenditures, cash conversion as ooEBITDA / (ooEBITDA less Capital expenditures).

ImmobilienScout24 Platform for Continued Growth

Key highlights

Core Agent revenues

Core Agent revenues show slight increase compared to Q3 2016 reflecting improvement in core agent trends

Other Agent revenues

Other agent revenues remained mainly flat on a y-o-y basis mainly driven by professional pay-perad revenues

Other revenues

Increase reflecting robust revenue growth in adjacent businesses combined with a slight increase private listing revenues

ooEBITDA

ooEBITDA margin reflecting investments in product innovation adding to topline growth going forward

ImmobilienScout24

Core agent evolution

• Core agent numbers increased in Q3 2017 vs. Q2 2017
• Low churn rates driving positive agent number development
• Stable customer winback rate (based on monthly run rate) in Q3 2017
• Winback and low churn adding to mix-effect in ARPU growth

Net loss/gain excl. Agents leaving the business¹ Agents leaving the business / inactive Agents

Source: Management estimates, internal data.

1. No listings at any online sources 4 months after inactivation at IS24.

AutoScout24 Delivering on Growth Potential

growth y-o-y

Key highlights

Core Dealer revenues

Strong ARPU increase on the back of price increases and good visibility product uptake in Germany and Benelux

Other Dealer revenues

Other dealer revenues with a flat development y-o-y on the back of a less dynamic development in revenues from the "Express Sale"

Other revenues

Other revenues increased at a slightly slower pace due to a less dynamic development in display revenues

ooEBITDA

Revenue growth combined with operational gearing drive margin increase

Ordinary Operating Cost

(in €m)	9M 2016	9M 2017	Comments
			Including €1.1m for stock-option •
Revenues	326.3	353.5	programme for employees (SOP) in 2017 Increase driven by regular salary increase •
Own work capitalised	8.2	10.7	as well as talent upgrade Investment in internal and external •
Personnel (incl. external labour)	(88.2)	(94.9)	labour to support product and sales approach (+ 18 internal FTE y-o-y)
Marketing (online & offline)	(35.3)	(38.3)
IT	(12.0)	(12.0)	Marketing expenses reflecting certain •
Other costs	(31.4)	(33.5)	investments in product innovation
Total operating cost	(158.8)	(168.0)
Ordinary operating EBITDA	167.6	185.5	Sundry positions and seasonality •
Ordinary operating EBITDA-margin	51.4%	52.5%

Strong Free Cash Flow Generation

Revenue to Free Cash Flow Bridge (9M 2017)

(in €m)

Below EBITDA Items

	(in €m)	9M 2016	9M 2017	Comments
	Ordinary operating EBITDA Non-operating items	167.6	185.5	Include €2.8m effect from share-based •
		(13.9)	(14.0)	compensation (Management Equity Programmes), €2.3m performance based
	Reported EBITDA	153.6	171.5	compensation stemming from a purchase price agreement, €2.1m of cost
	D&A	(11.7)	(13.8)	relating to M&A, €6.1m personnel cost relating to the reorganisation
PPA Effect	D&A on PPA items	(37.2)	(29.1)
	EBIT	104.8	128.6	Amortisation of PPA items decreasing as • technology asset fully amortised
	Results Equity Method	(0.0)	(0.0)
	Finance Income	0.0	3.4	Significantly reduced interest rate •
Interest	Finance Cost	(31.7)	(11.0)	9M 2016 including €5.1m expense from • derivative instruments, 9M 2017 with
	Earnings before Tax	73.2	121.0	€1.2m gain (0% floor on EURIBOR, non cash relevant)
Taxes	Taxes on Income	(24.2)	(37.4)	9M 2017 including one-time gain of •
	Earnings after Tax	49.0	83.6	€1.9m in interest refund deriving from 2011
	Earnings per Share (in €)	0.46	0.78
	Adjusted Earnings1	107.8	110.4	Effective tax rate of 30.9% (slightly lower •
	Earnings per Share adjusted (in €)1	1.00	1.03	than normalized rate of 31.3%)

1. Unaudited. Excluding Non-recurring items and D&A on PPA items, calculated with normalized tax rate. Detailed reconciliation in appendix.

Capital structure

Margin ratchet thresholds

Leverage (Net debt³ / ordinary operating EBITDA) New margin ratchet with 1.50% interest on term loan and 1.10% on revolving facility effective by Mid-November 2017 As business de-levers over time, margin ratchet will reduce interest expense further Targeted leverage ratio of 1.5x to 1.0x over time Dividend policy: pay-out ratio of 30.0% to 50.0% of adjusted net income over time Leverage (Net Debt/EBITDA) Margin¹ Term Loan Revolving Facility² >3.00x 2.00% 1.60% >2.50x 1.70% 1.30% >2.00x 1.50% 1.10% >1.50x 1.30% 0.90% >1.00x 1.10% 0.70% <1.00x 0.90% 0.50% Sep 2016 Dec 2016 681 681 681 651 1 0 682 0 30 Gross Debt 53 74 63 53 30 11 ^{43 10 10} Cash and cash equivalents Mar 2017 June 2017 2.9x 2.6x 2.8x 2.6x Including yearly debt prepayment towards syndicated bank loan and cash-out for acquisition of Gebrauchtwagen.at Sep 2017 2.5x

Key highlights

1. Leverage test on a quarterly basis with new spread applicable 45 days post quarter end

2. Revolving Facility is subject to a utilisation fee depending of the amount drawn (<33.3% : 0.1% , <66.7% : 0.2% , >66.7% : 0.4%)

3. Net debt is defined as total debt (current and non-current liabilities) less cash and cash equivalents

Outlook Full Year 2017 Reiterating full year outlook

ordinary operating EBITDA

(in €m)

Group ooEBITDA margin is expected to increase by around one percentage point

▪ IS24 is expected to achieve an ordinary operating EBITDA margin on a slightly lower (but, at least 61.5%) or comparable level than in 2016

▪ IS24 is expected to achieve a mid-single percentage revenue growth rate

▪ AS24 is expected to grow revenues at mid-teens percentage rate

▪ AS24 margin expected to expand by at least five percentage points

Reconciliation Adjusted Earnings

(EUR millions)	9M 2016	9M 2017
Earnings before Tax	73.2	121.0
Add back non-operating items	13.9	14.0
Add back D&A on PPA items	37.2	29.1
Add back extraordinary finance expense/ income and effects from derivative instruments	5.1	(3.0)
Deduct Profit from disposal of investments accounted for using the equity method	(0.0)	(0.0)
Adjusted Earnings before Tax	129.4	161.1
Adjusted Tax based on normalized Tax rate	(40.8)	(50.5)
Non-Controlling interest	0.2	-
Adjusted Earnings attributable to owners of the parent	88.9	110.6
Earnings per Share adjusted (in €)1	0.82	1.03
Weighted average of shares (in million)	107.6	107.6

Based on relevant nominal tax rate as stated in Annual Report 2015 and 2016 respectively.

Q2 2016: 31.30%; Q2 2017: 31.33%

Income Statement

(EUR millions)	9M 2016	9M 2017
Revenues	326.3	353.5
Own work capitalised	8.2	10.7
Other operating income	1.1	0.5
Total operating performance	335.6	364.7
Personnel expenses	(83.2)	(88.7)
Advertising expenses	(35.7)	(38.4)
IT expenses1	(12.1)	(12.0)
Other operating expenses	(51.0)	(54.0)
EBITDA (Earnings before interest. tax. depreciation and amortisation)	153.6	171.5
Depreciation. amortisation and impairment losses	(48.9)	(42.9)
EBIT (Earnings before interest and tax)	104.8	128.6
Net financial result	(31.5)	(7.5)
Earnings before tax	73.2	121.0
Income taxes	(24.3)	(37.4)
Earnings after tax	49.0	83.6
Earnings per share (EUR)	0.46	0.78

Balance Sheet 1/2

Assets	12/31/2016	09/30/2017
(EUR '000)
Current assets	96.2	107.9
Cash and cash equivalents	43.4	52.9
Trade receivables	43.3	43.4
Financial assets	0.4	0.7
Income tax receivables	1.2	1.5
Other assets	7.8	9.4
Non-current assets	2,034.7	2,031.8
Goodwill	816.2	861.2
Trademarks	983.5	983.3
Other intangible assets	217.6	192.3
Property, plant and equipment	10.0	8.1
Investments accounted for using the equity method	1.7	1.1
Financial assets	0.5	25.2
Deferred tax assets	3.5	2.8
Other assets	1.8	2.8
Total assets	2,130.9	2,139.7

Balance Sheet 2/2

Equity and liabilities	12/31/2016	09/30/2017
(EUR '000)
Current liabilities	112.3	76.8
Trade payables	27.9	22.6
Financial liabilities	31.8	0.5
Other provisions	4.0	5.3
Income tax liabilities	15.9	8.3
Other liabilities	32.7	40.3
Non-current liabilities	1,027.8	1,019.2
Financial liabilities	645.5	646.2
Pension and similar obligations	0.4	0.5
Other provisions	0.6	0.7
Income tax liabilities	0.0	0.0
Deferred tax liabilities	378.6	369.6
Other liabilities	2.6	2.2
Equity	990.8	1,043,7
Subscribed share capital	107.6	107.6
Capital reserve	427.6	428.7
Retained earnings	455.0	506.4
Measurement of pension obligations	(0.1)	(0.1)
Other reserves	1.1	1.1
Treasury shares (13,400 and 0 shares respectively)	(0.5)	-
Equity attributable to shareholders of parent company	990.8	1,043,7
Non-controlling interests	-	-
Total equity and liabilities	2,130.9	2,139,7

Cash Flow Statement 1/2

(EUR millions)	9M 2016	9M 2017
Earnings after tax	49.0	83.6
Depreciation. amortisation and impairment losses	48.9	43.0
Income tax expense/(income)	24.3	37.4
Financial income1	(0.1)	(3.5)
Financial expenses1	31.7	11.0
Result from investments accounted for using the equity method	0.0	0.0
Result on disposal of intangible assets and property. plant and equipment	(0.0)	0.0
Other non-cash transactions	3.8	1.9
Change in other assets not attributable to investing or financing activities	0.3	(2.7)
Change in other liabilities not attributable to investing or financing activities	(6.1)	1.9
Change in provisions	(0.5)	1.3
Income tax paid	(2.0)	(53.6)
Cash flow from operating activities	149.2	120.3
Purchases of intangible assets	(12.2)	(14.1)
Purchases of property. plant and equipment	(1.5)	(1.6)
Proceeds from disposal of intangible assets and property. plant and equipment	0.0	0.1
Payments made for investments in financial assets	(0.1)	(0.3)
Proceeds from sale of financial assets	0.0	0.0
Payments made to acquire subsidiaries	-	(0.4)
Payments made in connection with disposal of investments accounted for using the equity method	(29.5)	(25.0)
Interest received	0.0	1.9
Proceeds from disposal of discontinued activities	0.0	-
Cash flow from investing activities	(43.2)	(39.3)

Cash Flow Statement 2/2

(EUR '000)	9M 2016	9M 2017
Cash flow from investing activities	(43,170)	(39,312)
Repayment of short-term financial liabilities	(100,206)	(30,160)
Proceeds from long-term financial liabilities	-	29
Interest paid	(23,046)	(9,048)
Dividends paid	-	(32,280)
Cash flow from financing activities	(123,252)	(71,459)
Effect of foreign exchange rate changes on cash and cash equivalents	(3)	(30)
Change in cash and cash equivalents	(17,218)	9,471
Cash and cash equivalents at start of period	70,639	43,441
Cash and cash equivalents at end of period	53,420	52,912

IR Contact details and Financial Calendar

Financial Calendar (expected)

Tuesday 14 November 2017 Capital Markets Day

Half year report 2016 http://www.scout24.com/en/Investor-Relations/Financial-Publications/Financial-Reports/Financial-reports.aspx

Full year report 2016 report.scout24.com/2016

Investor Relations Contact

Britta Schmidt Vice President Investor Relations & Controlling

Diana Apostol

Junior Manager Investor Relations

Tel : +49 89 444 56 3278 ; Fax : +49 89 444 56 193278; Email : ir@scout24.com