Allegro.eu S.A. — Interim / Quarterly Report 2021

Aug 5, 2021

HALF-YEAR REPORT OF ALLEGRO.EU GROUP

for the three and six month periods ended 30 June 2021

TABLE OF CONTENTS

I. 1.	GENERAL INFORMATION Defnitions 2. Introduction	5 6 8
	3. Forward-looking statements 4. Presentation of fnancial information	9 10
II.	MANAGEMENT REPORT	13
1.	Selected consolidated fnancial and operational highlights	14
	2. Management's discussion and analysis of fnancial condition and result of operations 16
	3. Expectations for the Group in FY 2021	42
	4. Recent trading	43
	5. Principal risks and uncertainties	44
	6. Shareholders of Allegro.eu	49
7.	Related parties transactions	50
	8. Interim Condensed Consolidated Financial Statements	52

NOTES TO THE INTERIM CONDENSED CONSOLIDATED

III.	FINANCIAL STATEMENTS	53
	Responsibility statement	54
	Report on Review of Interim Condensed Consolidated Financial Statements	56
	Interim Condensed Consolidated Statement of comprehensive income	60
	Interim Condensed Consolidated Statement of fnancial position	62
	Interim Condensed Consolidated Statement of changes in equity	64
	Interim Condensed Consolidated Statement of cash fows	66
	NOTES TO THE INTERIM CONDENSED CONSOLIDATED
1.	FINANCIAL STATEMENTS General information	68 69
	2. Basis of preparation	70
	3. Summary of changes in signifcant accounting policies	71
	4. Information on material accounting estimates	72
	5. Signifcant changes in the current reporting period	74
	6. Group structure	76
	NOTES TO THE INTERIM CONDENSED CONSOLIDATED
	STATEMENT OF COMPREHENSIVE INCOME	78
7.	Segment information	79
	8. Revenues from contracts with customers	84
9.	Financial income and fnancial costs	87
	10. Income tax expense	88
	11. Earnings per share	89
	NOTES TO THE INTERIM CONDENSED CONSOLIDATED
	STATEMENT OF FINANCIAL POSITION	91

91
92
93
95
96
98
99
101
104
400

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• 1. Information on material accounting estimates 72
• 1. Signifcant changes in the current reporting period 74

NOTES TO THE INTERIM CONDENSED CONSOLIDATED

• 1. Revenues from contracts with customers 84

NOTES TO THE INTERIM CONDENSED CONSOLIDATED

• 1. Trade and other receivables 92
• 1. Consumer loans 93
• 1. Cash and cash equivalents 95
• 1. Deferred tax 96
• 1. Trade and other liabilities 98
• 1. Financial assets and fnancial liabilities 99
• 1. Other reserves 101
• 1. Related party transactions 104
• 1. Events occurring after the reporting period 108

I.

GENERAL INFORMATION

ALLEGRO.EU S.A. GROUP HALF-YEAR REPORT for the three and six month periods ended 30 June 2021

1. Definitions

"1P"	First-party.
"3P"	Third-party.
"AIP"	Allegro Incentive Plan.
"Allegro.pl"	Allegro.pl sp. z o.o.
"APMs" or "Lockers"	Automated Parcel Machines.
"Ceneo.pl"	Ceneo.pl sp. z o.o.
"Cinven"	Depending on the context, any of, or collectively, Cinven Partnership LLP, Cinven Holdings Guernsey Limited, Cinven (Luxco 1) S.A. and their respective "associates" (as defned in the UK Companies Act 2006) and/or funds managed or advised by any of the foregoing.
"Company" or "Allegro.eu"	Allegro.eu (formerly Adinan Super Topco S.à r.l.), a public limited liability company (société anonyme), incorporated and existing under the laws of Luxembourg, with its registered ofce currently at 1, rue Hildegard von Bingen, L-1282 Luxembourg, Grand Duchy of Luxembourg, registered with the Luxembourg Trade and Companies' Register (Registre de Commerce et des Sociétés, Luxembourg) under number B214830.
"EC"	European Commission.
"EU"	European Union.
"FY"	A fnancial year of the Company ending on 31 December of the relevant civil year.
"GMV"	Gross merchandise value.
"Group"	Allegro.eu and its consolidated subsidiaries.
"IAS"	International Accounting Standards as adopted by the EU.
"IFRS"	International Financial Reporting Standards, as adopted by the EU.
"IFRS 15"	International Financial Reporting Standard 15 'Revenue from contracts with customers'.
"IPO"	The initial public ofering of the shares of the Company on the WSE.
"IT"	Information Technology.
"Key Managers"	Individuals, in addition to the Board of Directors, considered relevant to establishing that the Group has the appropriate expertise and experience for the management of the business.

"Lockers" or "APMs"	Automated Parcel Machines.
"LTM"	Last twelve months. Represents twelve months preceding the end of a period.
"Luxembourg"	The Grand Duchy of Luxembourg.
"MOV"	Minimum order value necessary to receive a service or a discount.
"Permira"	Depending on the context, any of, or collectively, Permira Holdings Limited, Permira Debt Managers Limited, Permira Advisers (London) Limited, Permira Advisers LLP and each of Permira Holdings Limited's subsidiary undertakings from time to time, including the various entities that individually act as advisers or consultants in relation to the funds advised and/or managed by Permira.
"PLN" or "złoty"	Polish złoty, the lawful currency of Poland.
"Poland"	The Republic of Poland.
"PSU"	Performance Share Unit plan which represents part of AIP.
"QoQ"	Quarter over quarter, i.e. sequential quarterly change.
"Report"	This report of the Company on three and six months ended 30 June 2021.
"RSU"	Restricted Stock Unit plan which represents part of AIP.
"sp. z o.o."	Limited liability company (spółka z ograniczoną odpowiedzialnością).
"UOKiK or OCCP"	Polish Ofce for Competition and Consumer Protection (Urząd Ochrony Konkurencji i Konsumentów).
"UOKiK or OCCP President"	The President of the Ofce for Competition and Consumer Protection.
"WIBOR"	The Warsaw Interbank Ofered Rate is the average interest rate estimated by leading banks in Warsaw that the average leading bank would be charged if borrowing from other banks. Unless specifed otherwise, this refers to three-month WIBOR for loans for a three-month period.
"WSE"	The Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie S.A.) and, unless the context requires otherwise, the regulated market operated by such a company.
"YoY"	Year over year.

Unless otherwise required by the context, the following defnitions shall apply throughout the document:

This is the report relating to the second quarter of the fnancial year 2021 of Allegro.eu, a public limited liability company (société anonyme), incorporated under the laws of the Grand Duchy of Luxembourg, having its registered ofce at 1, rue Hildegard von Bingen, L-1282 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies' Register (Registre de Commerce et des Sociétés, Luxembourg) under number B214830. This Report summarizes consolidated fnancial and operating data of Allegro.eu and its subsidiaries.

Allegro.eu is a holding company (together with all of its subsidiaries, the "Group"). The Group operates the leading online marketplace in Poland, Allegro. pl, and the leading price comparison platform in Poland, Ceneo.pl. Allegro.pl and Ceneo.pl are the Group's key operating companies and are both entities incorporated under the laws of Poland. The Group also operates eBilet, which is the leading event ticket sales site in Poland.

The shares of the Company have been traded on the Warsaw Stock Exchange since 12 October 2020.

2. Introduction

At the date of the Report, (i) 28.03% of the issued shares of the Company are controlled by Cidinan S.à r.l., a private limited liability company (société à responsabilité limitée) incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered ofce at 4,rue Albert Borschette, L-1246 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies' Register (Registre de Commerce et des Sociétés, Luxembourg) under number B204672 ("Cidinan S.à r.l."), representing the interests of Cinven & Co-Investors, (ii) 28.03% by Permira VI Investment Platform Limited, representing the interests of Permira & Co-Investors, and (iii) 6.23% by Mepinan S.à r.l., a private limited liability company (société à responsabilité limitée) incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered ofce at 163, rue du Kiem, L-8030 Strassen, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies' Register (Registre de Commerce et des Sociétés, Luxembourg) under number B246319 ("Mepinan S.à r.l."), representing the interests of Mid Europa Partners Funds. The remaining 37.72% is owned by other shareholders amongst which the management of the Allegro Group. The number of shares held by each investor is equal to the number of votes, as there are no privileged shares issued by the Company in accordance with the articles of association of the Company.

This Report includes forward-looking statements, which include all statements other than statements of historical facts, including, without limitation, any statements preceded by, followed by orthat include the words "targets," , "guidance," "believes," "expects," "aims," "intends," "will," "may," "anticipates," "would," "could", or similar expressions orthe negative thereof. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond the Group's control that could cause the Group's actual results, its fnancial situation and results of operations or prospects of the Group to materially difer from any of those expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the Group's present and future business strategies and the environment in which it currently operates and will operate in the future. Among the important factors that could cause the Group's actual results, fnancial situation, results of operations or prospects to difer from those expressed in such forward-looking statements are those factors discussed in the "Management's discussion and analysis of fnancial condition and result of operations" section and elsewhere in this Report. These forward-looking statements speak only as of the date of this Report. The Group has no obligation and has made no undertaking to disseminate any updates of or revisions to any forward-looking statements contained in this Report, unless it is required to do so under applicable laws or the WSE Rules.

Investors should be aware that several important factors and risks may cause the actual results of the Group to difer materially from the plans, objectives, expectations, estimates, and intentions expressed in such forward-looking statements.

The Group makes no representation, warranty, or prediction that the factors anticipated in such forward-looking statements will be present, and such forward-looking statements represent, in each case, only one of many possible scenarios, and should not be viewed as the most likely or typical scenario.

The Group has not published and does not intend to publish any proft estimates or forecasts.

3. Forward-looking statements

ALLEGRO.EU S.A. GROUP HALF-YEAR REPORT for the three and six month periods ended 30 June 2021

Unless otherwise stated, the fnancial information in this Report has been prepared in accordance with International Financial Reporting Standards as adopted by the European Union. The signifcant IFRS accounting policies applied in the fnancial information of the Group are applied consistently in the fnancial information in this Report.

4.

Presentation of financial information

Alternative Performance Measures

The Group has included certain alternative performance measures in this Report, including, among others, Active Buyers, GMV, GMV per Active Buyer, Adjusted EBITDA, Adjusted EBITDA/revenue, Adjusted EBITDA/GMV, total capital expenditure, capitalized development costs, other capital expenditure, net debt, net leverage, and working capital.

Historical Financial Information

This Report includes the consolidated fnancial information of the Group as of 30 June 2021 and for the six-month periods ended 30 June 2021 and 30 June 2020, which have been derived from the unaudited interim condensed consolidated fnancial statements of the Group as of and forthe six-month periods ended 30 June 2021 and 30 June 2020, prepared in accordance with International Accounting Standard ("IAS") 34, "Interim Financial Reporting," the standard of IFRS applicable to the preparation of interim fnancial statements (the "Interim Financial Statements," together with the Annual Financial Statements, the "Financial Statements"), and included elsewhere in this Report. Pricewaterhouse-Coopers, Société coopérativecooperative, having its registered ofce at 2, rue Gerhard Mercator, B.P. 1443, L-1014 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies' Register (Registre de Commerce et des Sociétés, Luxembourg) under number B65477, has reviewed the Interim Financial Statements in its capacity as independent statutory auditors (réviseur d'entreprises agréé) of the Company.

THE GROUP HAS DEFINED THE ALTERNATIVE PERFORMANCE MEASURES AS FOLLOWS:

"Active Buyers" represents, as of the end of a period, each unique email address connected with a buyer that has made a purchase on Allegro.pl or Allegrolokalnie.pl (excluding eBilet.pl) in the preceding twelve months;

"Adjusted EBITDA" means operating proft before depreciation and amortization further adjusted to exclude transaction costs, monitoring costs, market strategy preparation costs, employee restructuring costs, regulatory proceeding costs, group restructuring costs, donations to various public beneft organizations, certain bonuses for employees, the Management Investment Plan, funds spent on protective equipment against COVID-19, and expenses related to share based payments in connection with the Allegro Incentive Plan;

"Adjusted EBITDA/GMV" means Adjusted EBITDA divided by GMV;

"Adjusted EBITDA/revenue" means Adjusted EBITDA divided by revenue;

"Adjusted net proft" means net proft (loss) adjusted for the same one-of items as those described for Adjusted EBITDA above, net of the tax impact, and further adjusted for any one-of fnancial expenses, such as early repayment fees and deferred amortized costs arising on refnancing arrangements, net of their tax implications;

"capitalized development costs" means the costs that are capitalized and have been incurred in relation to the production of software containing new or signifcantly improved functionalities by the technology department and incurred before the software is launched commercially or the technology is applied on a serial basis;

"GMV" means gross merchandise value, which represents the total gross value of goods and tickets sold on the platforms: Allegro.pl, Allegrolokalnie.pl, and eBilet.pl (including value added taxes);

"GMV per Active Buyer" represents LTM GMV (excluding eBilet's tickets sales) divided by the number of Active Buyers at the end of such period;

"LTM GMV" means GMV generated by the Group in the twelve months prior to the balance sheet date;

"net debt" means the sum of borrowings and lease liabilities minus cash and cash equivalents;

"net leverage" means net debt divided by Adjusted EBITDA for the preceding twelve months;

"other capital expenditure" means the costs related to building the relevant capacity of data centers, equipping employees with appropriate equipment (i.e. workstations), ofce equipment (e.g. ft-out and IT devices) and copyrights;

"Take Rate" represents the ratio of marketplace revenue divided by GMV after deducting the GMV generated by 1P retail sales (grossed up for VAT);

"total capital expenditure" means cash outfows in respect of property, plant and equipment and intangible assets, and comprises capitalized development costs and other capital expenditure; and

"working capital" means the sum of the changes in inventory, trade and other receivables, consumer loans, trade and other liabilities and the liabilities to employees during the period.

The Group presents the alternative performance measures because the Group's management believes that they assist investors and analysts in comparing the Group's performance and liquidity across reporting periods. The Group presents GMV as a measure of the total value of goods sold over a certain period, which allows for growth to be compared over diferent periods, including weekly, monthly, quarterly, and annually. The Group considers Adjusted EBITDA to be a useful metric for evaluating the Group's performance as they facilitate comparisons of the Group's core operating results from period to period by removing the impact of, among otherthings, its capital structure, asset base, tax consequences and specifc non-recurring costs. The Group uses Adjusted EBITDA forthe purposes of calculating Adjusted EBITDA/netrevenue and Adjusted EBITDA/GMV. The Group presents total capital expenditure split between capitalized development costs and other capital expenditure in orderto show the amount of expenditures, including, among other things, staf costs and costs of contractors and third party service providers, incurred in relation to the production of new or improved software before it is put to use on Allegro.pl, Ceneo.pl. eBilet. pl, and Allegro Lokalnie Platform. The Group believes this split is important for investors to understand its amortization of intangible assets. The Group presents net debt and net leverage because the Group believes these measures provide indicators of the overall strength of its balance sheet and can be used to assess, respectively, the impact of the Group's cash position and its earnings as compared to its indebtedness. The Group monitors working capital to evaluate how efcient it is at managing its cash provided by operating activities.

The alternative performance measures are not accounting measures within the scope of IFRS and may not be permitted to appear on the face of Financial Statements or footnotes thereto. These alternative performance measures may not be comparable to similarly titled measures of other companies. Neither the assumptions underlying the alternative performance measures have been audited in accordance with IFRS or any generally accepted accounting standards.

In evaluating the alternative performance measures, investors should carefully consider the Financial Statements included in this Report.

The alternative performance measures have limitations as analytical tools. For example, Adjusted EBITDA and related ratios do notrefect: the Group's cash expenditures, or future requirements, for capital expenditures or contractual commitments; changes in, or cash requirements for, the Group's working capital needs; interest expense, income taxes orthe cash requirements necessary to service interest or principal payments, on the Group's debt; or the impact of certain cash charges resulting from matters that the Group does not consider to be indicative of its ongoing operations.

In evaluating Adjusted EBITDA, investors are encouraged to evaluate each adjustment and the reasons the Group considers it appropriate as a method of supplemental analysis. In addition, investors should be aware that the Group may incur expenses similar to the adjustments in this presentation in the future and that certain of these items could be considered recurring in nature. The Group's presentation of Adjusted EBITDA should not be construed as an inference that the Group's future results will be unaffected by unusual or non-recurring items. Adjusted EBITDA has been included in this Report because it is a measure that the Group's management uses to assess the Group's operating performance.

Investors are encouraged to evaluate any adjustments to IFRS measures and the reasons the Group considers them appropriate for supplemental analysis. Because of these limitations, as well as further limitations discussed above, the alternative performance measures presented should not be considered in isolation or as a substitute for performance measures calculated in accordance with IFRS.

II.

MANAGEMENT REPORT

ALLEGRO.EU S.A. GROUP HALF-YEAR REPORT for the three and six month periods ended 30 June 2021

1.

Selected consolidated financial and operational highlights

Income Statement, PLN m (unaudited)	H1 2021	H1 2020	Change %	Q2 2021	Q2 2020	Change %
Revenue	2,518.3	1,770.1	42.3%	1,308.1	1,019.0	28.4%
EBITDA	1,075.0	788.6	36.3%	547.6	438.4	24.9%
Adjusted EBITDA	1,095.6	808.0	35.6%	559.9	452.4	23.8%
EBIT	828.0	560.4	47.8%	421.8	324.4	30.0%
Proft / (Loss) before Income tax	725.8	376.7	92.7%	370.7	238.6	55.3%
Net Proft / (Loss)	565.5	289.7	95.2%	295.9	185.0	59.9%
Adjusted Net Proft	582.1	306.7	89.8%	305.9	197.1	55.2%

KPIs (unaudited)	H1 2021	H1 2020	Change %	Q2 2021	Q2 2020	Change %
Active Buyers (millions)	13.2	12.3	7.2%	13.2	12.3	7.2%
GMV per Active Buyer (PLN)	2,968.9	2,294.8	29.4%	2,968.9	2,294.8	29.4%
GMV (PLN in millions)		20,036.1 16,006.5		25.2% 10,439.7	9,437.0	10.6%
LTM GMV (PLN in millions)		39,140.5 28,445.9		37.6% 39,140.5 28,445.9		37.6%
Take Rate (%)	10.45%	9.09%	1.36 pp	10.46%	8.93%	1.53 pp

Cash Flow, PLN m

(unaudited)	H1 2021	H1 2020	Q2 2021	Q2 2020
Net cash infow/(outfow) from operating activities	656.3	667.6	232.2	374.7
Net cash infow/(outfow) from investing activities	(153.3)	(124.4)	(93.4)	(76.4)
Net cash infow/(outfow) from fnancing activities	(117.3)	(372.3)	(57.6)	(96.6)
Net increase/(decrease) in cash and cash equivalents	385.7	170.9	81.2	201.7

30.06.2021 (unaudited)	31.12.2020 (audited)	Change %

Assets	15,756.0	15,147.9	4.0%
Equity	8,737.9	8,089.6	8.0%
Net Debt	4,037.5	4,326.0	(6.7%)

ALLEGRO.EU S.A. GROUP HALF-YEAR REPORT for the three and six month periods ended 30 June 2021

2.

Management's discussion and analysis of financial condition and result of operations

2.1. Key Performance indicators

The following KPls are measures used by the Group's management to monitor and manage operational and fnancial performance.

GMV and Active Buyers

During the six months ended 30 June 2021 GMV increased by PLN 4,029.5 million, or 25.2% YoY, from PLN 16,006.5 million for the six months ended 30 June 2020 to PLN 20,036.1 million for the six months ended 30 June 2021, whereas in Q2 2021 GMV amounted to PLN 10,439.7 million, which represented a PLN 1,002.7 million, or a 10.6% YoY increase.

GMV per Active Buyer continued to grow strongly in H1 2021 at 29.4% YoY, to reach PLN 2,968.9. During Q1 2021 buyers maintained their shift in purchasing activity to on-line, observed since the beginning of the COVID-19 pandemic that began in mid-March 2020. Following two lockdowns during the frst half of 2021, the economy has gradually reopened from May with Poland's vaccination programme accelerating strongly in Q2. Against this backdrop, Active Buyers grew by 7.2% YoY in the frst half, though broadly stabilizing on a QoQ basis in Q2. The Group expects this slow down in Active Buyer growth to be temporary as unusual subscriber acquisition patterns driven by the pandemic work their way through the Active Buyer metric. The severe lockdown of March-May 2020 produced a surge in new Active Buyer account openings with an initial purchase. As Active Buyers accounts are those which make at least one purchase on the Allegro marketplace in a twelve month period, those Active Buyers who did not make a subsequent purchase churned in Q2 of 2021. Of the Q2 2020 new Active Buyer cohort, 64% have been retained, which is a metric that has been on an improving trend over many quarters. However, the 36% of new Active Buyers from Q2 2020 who did churn in the past quarter were sufcient to ofset the normalized level of new Active Buyers acquired in Q2 2021 and caused the Active Buyer number to be fat sequentially at 13.2 million. As new Buyers in Q3 2020 were much closer to typical levels, Active Buyer growth is expected to resume later this year.

Despite the re-opening of the Polish economy in Q2, GMV per Active Buyer continued its uninterrupted trend of sequential improvement, increasing by 3.1% QoQ in Q2 2021, and for H1 2021 growing by 29.4% versus the prior year position at 30 June 2020. Growth in Active Buyers of 7.2% and GMV per Active Buyer growth of 29.4% (excluding the GMV attributed to eBilet) combined to lift LTM GMV to PLN 39,140.5 million, up by 37.6% YoY, and by 2.6% during Q2.

GMV per Active Buyer performance was positively impacted by the continued expansion of the SMART! user base during H1, further boosted by the launch of the "SMART! na Start" program in March, an attractive ofer for less engaged buyers to try SMART! via a subscription free package of fve free SMART! deliveries to be used within twelve months, that visibly contributed to the growth of SMART! users. A very strong performance on price defect rate reduction during H1 2021 and sequential improvement in the share of next day and two day delivery have both positively impacted GMV growth. Moreover, loosening restrictions on events and entertainment contributed to a promising rebound in eBilet GMV from May 2021, with the ticketing platform contributing 0.2 pp to YoY GMV growth in Q2 2021.

The above factors, along with other business input growth drivers such as increased marketing spending and user experience improvements, have combined to enable the Group to register 10.6% GMV growth in Q2 versus the most challenging comparative period of 2020. The second quarter of 2020 saw demand surge due to exceptional circumstances with the COVID-19 lockdown being at its most severe and the Group reacting by making SMART! available for free to support society in a crisis situation, resulting in a Q2 2020 GMV growth rate of 71.5%. A signifcant part of that additional demand has been retained once ofine retail has reopened and this, combined with progress on the business input growth drivers has delivered the 10.6% GMV growth in Q2 and a 37.7% CAGR growth in GMV for 2019-2021 period. The Group believes that the two year CAGR measure is an efective way to cancel out variations in the respective lockdown situations in the specifc months and quarters of 2020 and 2021. On this basis, the Group's GMV grew by a 40.5% CAGR in Q1, dropping to 37.7% CAGR for Q2 and 39.1% for H1 overall.

KPIs (unaudited)	H1 2021	H1 2020	Change %	Q2 2021	Q2 2020	Change %
Active Buyers (millions)	13.2	12.3	7.2%	13.2	12.3	7.2%
GMV per Active Buyer (PLN)	2,968.9	2,294.8	29.4%	2,968.9	2,294.8	29.4%
GMV (PLN in millions)		20,036.1 16,006.5		25.2% 10,439.7	9,437.0	10.6%
LTM GMV (PLN in millions)		39,140.5 28,445.9		37.6% 39,140.5 28,445.9		37.6%
Take Rate (%)	10.45%	9.09%	1.36 pp	10.46%	8.93%	1.53 pp
Adjusted EBITDA (PLN in millions)	1,095.6	808.0	35.6%	559.9	452.4	23.8%
Adjusted EBITDA/revenue (%)	43.5%	45.6%	(2.14 pp)	42.8%	44.4%	(1.60 pp)
Adjusted EBITDA/GMV (%)	5.47%	5.05%	0.42 pp	5.36%	4.79%	0.57 pp

Operating expenses grew by 47.0% YoY in H1 2021, refecting investment in the business to drive rapid GMV growth. Strategic investments in growing the SMART! subscriber base drove a 118.8% YoY rise in net delivery costs in H1, and when adjusting for the free SMART! program costs included in marketing expenses in the base period, the YoY increase reached 64.5%. An increase in employment by 29.1% YoY further contributed to the increase of operating expenses. Recruitment was concentrated in key areas of the organisation such as Technology, Commerce, Delivery Experience and Customer Experience, that should directly contribute to higher GMV and revenues over time.

In H1 2021 the operating leverage efect of higher revenues has had a positive impact on most SG&A costs lines as a percentage of revenue, with a combined fall of 4.3 pp (after EBITDA adjustments) compared to the prior year while total SG&A spending on developing the business grew by 23.1% YoY. Adjusting SG&A costs in the base period by PLN 81.2 million of free SMART! costs charged in H1 2020 in marketing costs line, would result in broadly unchanged adjusted SG&A costs as a percentage of revenue on a combined operating expense growth of 44.0% YoY in H1 2021. Higher Take Rate and increased share of advertising revenue combined to ofset higher net costs of delivery from a larger base and higher engagement of SMART! customers to improve Adjusted EBITDA/GMV by 42 basis points YoY from 5.05% to 5.47%.

In H1 2021 the Group recognized PLN 8.7 million on new Allegro Incentive Plan costs, PLN 8.3 million in group restructuring and development costs, and PLN 3.4 million of other one-of costs in adjustments to EBITDA.

Adjusted EBITDA

The Group's Adjusted EBITDA increased by PLN 287.6 million, or 35.6% YoY, from PLN 808.0 million for the six months ended 30 June 2020 to PLN 1,095.6 million for six months ended 30 June 2021. In Q2 2021 Adjusted EBITDA increased by PLN 107.5 million, or 23.8% YoY, from PLN 452.4 million for Q2 2020 to PLN 559.9 million for Q2 2021. These results were mainly achieved due to Group GMV growing by 25.2% YoY in H1 2021 and 10.6% YoY for Q2 2021, combined with a Take Rate increase of 1.36 pp in H1 2021 and 1.53 pp in Q2 2021.

This improved monetization performance mainly refected the June 2020 introduction of success fees on delivery charges paid by buyers (a market standard practice aimed to fght artifcially high delivery prices), the April 2020 launch of merchant co-fnancing of SMART! deliveries by courier and the January 2021 launch of similar co-fnancing charges for lockers. Furthermore, a positive impact from targeted success fee increases in specifc categories and for promoted ofers introduced in January 2021, also contributed to the higher Take Rate performance. As the YoY impact of some of these measures began to ease in line with expectations during Q2 2021, a higher than planned share of promotional listings has strongly contributed to the Take Rate performance in the quarter,refecting a broader trend of increased promotional intensity in the Polish e-commerce segment during the period. Advertising revenues, which deliver higher than average margins, grew by 52.0% YoY in H1. The Q2 YoY growth in Take Rate of 1.53 pp was further supported by the presence of introductory success fee discounts during Q2 2020, introduced at the time of the frst lockdown and discontinued later in the year.

including travel expenses and expenses for services provided for projects outside the scope of supervisory

• [1] Represents expenses incurred in relation to performance of advisory services by the shareholders of the Group, responsibilities. These services and related expenses ceased since the Company's IPO.
• [2] Represents legal costs mainly related to regulatory proceedings, legal and expert fees, and settlement costs.
• [3] Represents legal, fnancial due diligence and transactional expenses with respect to not concluded acquisitions of target companies along with related legal expenses.
• [4] Represents donations made by the Group to support health service and charitable organisations and NGOs during the COVID-19 pandemic.
• [5] Represents expenses incurred by the Group to buy employees' protective equipment against COVID-19 and to COVID-19 pandemic.
• [6] Represents the costs of the Allegro Incentive Plan, under which awards in the form of Performance Share Units ("PSU") in relation to the PSU and RSU Plans.
• [7] Cost of share based compensation related to the Management Investment Plan ("MIP") in which management issued by Allegro.eu. The MIP ceased to exist at its full settlement at the moment of the Company's IPO.

pay employees' bonuses for the purchase of equipment necessary to enable them to work remotely during the

and Restricted Stock Units ("RSU") are granted to Executive Directors, Key Managers, and other employees. Costs recognized in the 6 months period ended 30 June 2021 represent the accrued cost of share based compensation

participated indirectly through investing in shares in the Adiman SCSP Trust and directly via type C and D shares

Reconciliation of Adjusted EBITDA, PLN m (unaudited)	H1 2021	H1 2020	Change %	Q2 2021	Q2 2020	Change %
EBITDA	1,075.0	788.6	36.3%	547.6	438.4	24.9%
Monitoring costs [1]	—	1.7	(100.0%)	—	1.0	(100.0%)
Regulatory proceeding costs [2]	0.5	2.0	(72.2%)	0.2	0.8	(76.8%)
Group restructuring and development costs [3]	8.3	2.7	208.0%	6.3	2.7	134.5%
Donations to various public beneft organisations [4]	2.3	3.7	(36.6%)	(0.1)	3.7	(104.1%)
Bonus for employees and funds spent on protective equipment against COVID-19 [5]	0.6	2.5	(76.4%)	0.3	2.5	(86.6%)
Allegro Incentive Plan [6]	8.7	—	n/a	5.7	—	n/a
Management Investment Plan [7]	—	6.9	(100.0%)	—	3.4	(100.0%)
Adjusted EBITDA	1,095.6	808.0	35.6%	559.9	452.4	23.8%

The following table presents a reconciliation between Reported and Adjusted EBITDA for the periods under review:

The following table presents the Group's summary consolidated statements of comprehensive income data for Q2 2021.

2.2.

Review of Allegro.eu Group financial and operational results

2.2.1. REVIEW OF Q2 2021 RESULTS

RESULTS OF OPERATIONS

Consolidated statement of comprehensive

income, PLN m (unaudited)	Q2 2021	Q2 2020	Change %
Revenue	1,308.1	1,019.0	28.4%
Marketplace revenue	1,084.1	837.9	29.4%
Advertising revenue	113.3	81.2	39.5%
Price comparison revenue	40.4	45.3	(10.9%)
Retail revenue	64.6	49.9	29.3%
Other revenue	5.8	4.7	23.6%
Operating expenses	(760.6)	(580.6)	31.0%
Payment charges	(38.3)	(40.3)	(5.0%)
Cost of goods sold	(63.2)	(49.5)	27.7%
Net costs of delivery	(284.5)	(143.4)	98.3%
Marketing service expenses	(152.2)	(180.2)	(15.5%)
Staf costs	(137.9)	(113.5)	21.5%
IT service expenses	(23.5)	(14.3)	63.9%
Other expenses	(48.2)	(27.3)	76.4%
Net impairment losses on fnancial and contract assets	(12.8)	(12.0)	6.3%
Operating proft before amortisation and depreciation (EBITDA)	547.6	438.4	24.9%

Consolidated statement of comprehensive

Amortisation
Depreciation
Operating profit
let Financial costs
Financial income
Financial costs
Foreign exchange (profits)/losses
Profit/(Loss) before Income tax
ncome tax expenses
Net profit/(loss)
Other comprehensive income/(loss)

income, PLN m (unaudited)	Q2 2021	Q2 2020	Change %
Amortisation and Depreciation	(125.8)	(114.0)	10.4%
Amortisation	(105.6)	(97.7)	8.1%
Depreciation	(20.2)	(16.3)	23.9%
Operating proft	421.8	324.4	30.0%
Net Financial costs	(51.1)	(85.8)	(40.4%)
Financial income	2.8	1.2	137.8%
Financial costs	(55.2)	(88.7)	(37.8%)
Foreign exchange (profts)/losses	1.2	1.7	(27.5%)
Proft/(Loss) before Income tax	370.7	238.6	55.3%
Income tax expenses	(74.8)	(53.6)	39.6%
Net proft/(loss)	295.9	185.0	59.9%
Other comprehensive income/(loss)	28.9	(9.6)	(401.1%)
Total comprehensive income/(loss) for the period	324.8	175.4	85.1%

REVENUE

Revenue increased by PLN 289.1 million, or 28.4%, from PLN 1,019.0 million for Q2 2020 to PLN 1,308.1 million for Q2 2021. This increase resulted primarily from the growth of marketplace, advertising, and retail revenue streams.

MARKETPLACE REVENUE

Marketplace revenue increased by PLN 246.2 million, or 29.4%, from PLN 837.9 million for Q2 2020 to PLN 1,084.1 million for Q2 2021.

This increase resulted primarily from 10.6% YoY GMV growth and a 153 basis points increase in Take Rate. GMV growth comprised 10.4% from the Allegro Marketplace with a 0.2 pp positive contribution to YoY growth coming from eBilet.

The Group's second quarter results have been signifcantly impacted by the COVID-19 pandemic and the relative situation prevailing in 2021 versus that in the prior year quarter.

The second quarter of 2021 saw rapid progress with the public vaccination program and parallel lockdown measures brought the third wave of COVID-19 under control. The Polish government reopened shopping malls on 5 May, with only mask and shopper density requirements remaining for the remainder of Q2. The reopening of hospitality and public mass events was announced from mid-May and infections and hospitalisations remain low, with 46% of the population fully vaccinated as at 2 August 2021. In the corresponding quarter of 2020, COVID-19 restrictions were much more severe, with all non-essential ofine retail closed until 15 May and a fullreopening of ofine retail (with mask and density restrictions) for the second half of the quarter. Mass events were banned throughout the prior year quarter. Furthermore, Allegro had responded to the crisis situation with a CSR initiative to provide free SMART! subscriptions, which include free delivery of purchases, to all buyers who wished to use them from 15 March to 15 June, with the ofer running down to zero free SMART! subscriptions between 16 June and 15 July.

The Group had also moved to support its seller base with concessions on Take Rate for new sellers and extended payment terms for small and medium sized merchants. As a result of these factors, Q2 2020 saw 71.5% GMV growth for the Group with a peak of 84.5% in April 2020. All this growth came on the core Allegro marketplace while eBilet ticket sales GMV was brought to a standstill by the total lockdown on mass events.

The above described circumstances relating to the pandemic combined to produce a signifcant headwind to GMV growth for Q2 2021 that reduced the GMV growth rate to 10.6% versus 71.5% for the prior year quarter. Growth rates fell to high single digits in April and recovered to a mid-teens growth rate by June. Taking a two year perspective of CAGR growth rates for the 2019-2021 period to cancel out the volatility caused by the timing of lockdown measures since March 2020, growth for Q2 2021 was 37.7%, which was only slightly down on the 40.5% registered for Q1 2021. This sustained CAGR growth refects buyers' increased purchasing frequency following a positive shopping experience and the learning of new online shopping habits during the lockdowns. Increased demand has been further supported by the Group focusing on the retail basics of increasing selection, ensuring competitive prices and a satisfying delivery experience, together with increased uptake of SMART! subscriptions further boosting purchasing frequency. As a result the GMV per Active Buyer LTM metric advanced by 3.1% QoQ to 2,969 PLN from 2,878 PLN in the prior quarter as average spend was 29.4% above the levels noted during Q2 2020. In contrast, the Active Buyer LTM metric was fat at 13.2 million buyers versus Q1 2021 as the part of occasional online shoppers who came to Allegro in large numbers during Q2 2020 at the peak of the lockdown, but didn't make purchases in subsequent quarters, rolled out of the LTM Active Buyer base. However, the proportion of Q2 2020 new Active Buyers who have not continued to shop on the marketplace, at 36%, has been lowerthan recent previous cohorts of new Active Buyers acquired under pre-pandemic normal trading conditions.

The Group's eBilet ticket sales business began to generate positive GMV again during the second quarter as mass events recommenced from mid-May, contributing 0.2 pp of the total 10.6% GMV growth recorded by the Group as its prior year quarter comparative was essentially zero sales.

The primary factors producing the YoY increase in Take Rate of 1.53 pp in Q2 2021 was high demand for promotional listings, the April 2020 launch of merchant co-fnancing of SMART! deliveries by courier combined with a growing share of courier deliveries in Q2 2021 and the January 2021 launch of similar co-fnancing for locker deliveries, the presence and subsequent discontinuation of a 3 month success fee waiver for new merchants during the Q2 2020 lockdown, the introduction of success fees on delivery charges paid by buyers in June 2020 (a market standard practice aimed to fght artifcially infated delivery prices) and targeted success fee increases mainly in Q4 2020 and Q1 2021. There were minimal changes to the Group's pricing policies during Q2 2021, with continued strong demand for discretionary promotional features from sellers, increased co-fnancing revenue from growth in SMART! free delivery share in total transactions, partly ofset by increased discounts to support competitive pricing, combining to leave Take Rates a net 3 bp higherthan in Q1 2021 at 10.46%. Co-fnancing from sellers contributed a minority portion of the total cost of funding free deliveries for the SMART! program that continues to support sales performance of merchants present on Allegro marketplace.

ADVERTISING REVENUE

Advertising revenue increased by PLN 32.1 million, or 39.5%, from PLN 81.2 million for Q2 2020 to PLN 113.3 million for Q2 2021.

This increase resulted primarily from the strong performance of sponsored ofer ads, which was the key revenue contributor. Although overall trafc fell moderately compared to Q1 2021, with conversion rates increasing, this revenue stream held up well due to continued optimization of ad placements and strong gains in the number of merchants purchasing sponsored ads. The high demand refected a broader trend of increased promotional intensity in the Polish e-commerce segment during the period as ofine retailers, omni channel players and e-commerce players competed for share as ofine reopened fully during the quarter,resulting in improved cost per click fees. The increase was also supported by the ramp-up of the new advertising network service, enabling merchants to use Google Adwords in order to drive trafc to their own Allegro ofers to support their sales results.

PRICE COMPARISON REVENUE

Price comparison revenue decreased by PLN 4.9 million, or 10.9%, from PLN 45.3 million for Q2 2020 to PLN 40.4 million for Q2 2021.

This decrease refects lower click volume from third party customers relative to the tough prior year comparative caused by the more severe lockdown conditions in Q2 of 2020, together with Allegro increasing its share of Ceneo's click volume through increasing its intra group paid trafc acquisition. As such intra-group trading is eliminated on consolidation, third party sales of price comparison services showed a decline. Fixed Pricing for clickthrough services increased and bidding prices for listing positions also moved up, refecting strong demand across the e-commerce sector for trafc acquisition, ofer promotion and advertising services from sellers.

RETAIL REVENUE

Retail revenue increased by PLN 14.6 million, or 29.3%, from PLN 49.9 million for Q2 2020 to PLN 64.6 million for Q2 2021. Retail revenue growth above the rate of GMV growth was largely driven by its intensifed role to enhance the overall value proposition to the buyers, helping to provide competitive pricing or missing selection of key products when the sellers present on the marketplace are unable to provide the market's lowest prices or source missing products. Retail sales equated to 0.62% of Q2 2021 GMV, versus 0.53% in the prior year quarter.

OPERATING EXPENSES

Operating expenses increased by PLN 180.0 million, or 31.0%, from PLN 580.6 million for Q2 2020 to PLN 760.6 million for Q2 2021. This increase resulted primarily from increased net costs of delivery.

PAYMENT CHARGES

Payment charges decreased by PLN 2.0 million, or 5.0%, from PLN 40.3 million for Q2 2020 to PLN 38.3 million for Q2 2021. This decrease resulted from lower rates from third-party providers due to discounts negotiated in the second quarter of 2019 that increased after reaching agreed volume thresholds, partially ofset by higher sales on the Group's e-commerce marketplace.

COST OF GOODS SOLD

Cost of goods sold increased by PLN 13.7 million, or 27.7%, from PLN 49.5 million for Q2 2020 to PLN 63.2 million for Q2 2021. This increase resulted primarily from increased sales through the Group's 1P retail business operations, while gross sales margin moved up by 1.3 pp versus the prior year quarter to 2.2%.

NET COSTS OF DELIVERY

Net costs of delivery increased by PLN 141.1 million, or 98.3%, from PLN 143.4 million for Q2 2020 to PLN 284.5 million for Q2 2021.

This increase resulted primarily from a signifcant increase in both the number and share of buyers on the Group's e-commerce marketplace who were subscribers to the SMART! program and to the typically signifcant increase in spending that comes with the availability of ofers with free delivery. The growth in SMART! subscriptions partly refects the prior-year conversion of buyers who had benefted from free SMART! subscriptions ofered by the Group during the frst 2020 lockdown deciding to purchase a subscription during subsequent quarters.

As those free SMART! trialists from Q2 2020 converted to paid subscribers, the costs of their deliveries started appearing in the net cost of delivery line, whilst their PLN 71.7 million of delivery costs when they were free SMART! trialists in Q2 2020 were booked in the marketing expense line. Successive improvements to the SMART! product, including the "SMART! Student" loyalty program, the "SMART! na Start" zero subscription fve free deliveries for occasional shoppers, introduction of a cash on delivery payment method and reducing MOV on courier deliveries from PLN 100 to PLN 80 all contributed to subscription uptake by addressing specifc concerns of various pockets of non-SMART! buyers. In addition to SMART! user growth, other drivers of net costs of delivery growth included a higher number of packages shipped per SMART! user and increased average cost per package due to the increased share of courier service in the delivery mix. Net costs of delivery mainly represent the excess of SMART! free delivery costs over the revenues earned from SMART! subscriptions, while co-fnancing contributions from sellers are recorded as marketplace revenue and thus included in the Take Rate.

MARKETING SERVICE EXPENSES

Marketing service expenses decreased by PLN 28.0 million, or 15.5%, from PLN 180.2 million for Q2 2020 to PLN 152.2 million for Q2 2021. This expense item has decreased largely on account of PLN 71.7 million of delivery costs associated with free SMART! trialists that were booked in this line in the base period. Excluding that amount, marketing expenses increased by 40.3% versus Q2 2020, with an increasing share of the expenditure being directed towards internet trafc acquisition. Increased competition for buyers as ofine fully reopened in Q2 2021, drove costs per acquired click higher in a change similar to the higher advertising and promotion revenues noted by the Group on its own Allegro marketplace. Nevertheless, improving conversion of purchased trafc and higher Take Rates ensured that ROIs on this main component of marketing spending remained very strong.

STAFF COSTS

Staf costs increased by PLN 24.4 million, or 21.5%, from PLN 113.5 million for Q2 2020 to PLN 137.9 million for Q2 2021. In Q2 2020 the Group set higher bonus accruals due to the very strong fnancial performance. Q2 2021 staf costs, excluding this additional bonus from the prior year comparative, would have increased by 36.8% and results from recruitment of new employees as headcount at 31 June 2021 was 29.1% higher than at 31 June 2020, as well as an increase in base salaries and the over-indexing of tech and middle-level business management recruitment. The total expenditure in Q2 2021 included PLN 5.7 million of share-based payment costs related to the new Allegro Incentive Plan and PLN 0.3 million funds spent on protective equipment against COVID-19 vs PLN 3.4 million of Management Incentive Plan and PLN 2.5 million funds spent on protective equipment against COVID-19 in Q2 2020, in both cases included in the Adjusted EBITDA reconciliation.

IT SERVICE EXPENSES

IT service expenses increased by PLN 9.2 million, or 63.9%, from PLN 14.3 million for Q2 2020 to PLN 23.5 million for Q2 2021. This increase resulted primarily from new licenses related to the introduction of new software solutions and increased IT costs due to growing technical platform capacity, including external cloud utilisation driven by both growing storage requirements for active ofers on the Group's e-commerce marketplace, and capacity requirements forthe increasing number of machine learning based solutions embedded in the Group's operations

OTHER EXPENSES

Other expenses increased by PLN 20.9 million, or 76.4%, from PLN 27.3 million for Q2 2020 to PLN 48.2 million for Q2 2021. This increase resulted primarily from higher consultancy and contractor outsourcing costs in connection with the development of new products and services including IT consulting services related to delivery experience development agenda, projects related to customer experience improvements and ongoing work on product catalogue development. Q2 2021 also included a PLN 1.7 million write down of input VAT in the Luxembourg entities after being assessed as irrecoverable. The other expense line in Q2 2021 included PLN 6.3 million of business development costs and PLN 0.2 million of regulatory proceedings costs vs PLN 2.7 million of business development costs, PLN 1.0 million monitoring costs and PLN 0.8 million ofregulatory proceeding costs in Q2 2020, in both cases included as one-of costs in the Adjusted EBITDA reconciliation.

NET IMPAIRMENT LOSSES ON FINANCIAL AND CONTRACT ASSETS

Net impairment losses on fnancial and contract assets increased by PLN 0.8 million, or 6.3% from PLN 12.0 million for Q2 2020 to PLN 12.8 million for Q2 2021. This increase resulted primarily from the growth of sales on the Group's e-commerce marketplace partially ofset by better debt collection. Included within the total is PLN 2.7 million of provisions for expected losses of 2.1% on consumer credits advanced by Allegro Pay during the quarter, up 44.6% QoQ while the gross loans balance increased by 74.3% QoQ. Allegro Pay had not yet started its operations in the prior year quarter.

OPERATING PROFIT BEFORE AMORTIZATION AND DEPRECIATION

Operating proft before amortization and depreciation increased by PLN 109.2 million, or 24.9%, from PLN 438.4 million for Q2 2020 to PLN 547.6 million for Q2 2021 as a result of the factors described above.

AMORTIZATION

Amortization increased by PLN 7.9 million, or 8.1%, from PLN 97.7 million for Q2 2020 to PLN 105.6 million for Q2 2021. This increase resulted primarily from an increase in intangibles associated with capitalized development costs of projects that were completed and put into use since the end of the prior reporting period.

DEPRECIATION

Depreciation increased by PLN 3.9 million, or 23.9%, from PLN 16.3 million for Q2 2020 to PLN 20.2 million for Q2 2021. This increase resulted primarily from the depreciation of computers and ofce equipment related to growth of the organization and scaling of the server parks required to support the marketplace platform.

OPERATING PROFIT

Operating proft increased by PLN 97.4 million, or 30.0%, from PLN 324.4 million for Q2 2020 to PLN 421.8 million for Q2 2021 as a result of depreciation and amortization growing more slowly than operating proft before amortization and depreciation (EBITDA).

NET FINANCIAL COSTS

Net fnancial costs decreased by PLN 34.7 million, or 40.4%, from a cost of PLN 85.8 million for Q2 2020 to a cost of PLN 51.1 million for Q2 2021. This decrease is driven by the interest expense on the Group's indebtedness falling by PLN 43.1 million or 53.9% YoY for Q2 2021, due to the refnancing transaction completed in Q4 2020 that resulted in the decrease of the nominal value of borrowings as well as the related margin.

These savings were partially ofset by the higher costs related to foating to fxed interest rate swap contracts, which were PLN 6.7 million or up 85.1% YoY for Q2 2021,refecting the signifcant decrease of market interestrates due to the economic recession caused by the COVID-19 pandemic.

The table below presents the breakdown of net fnancial cost for Q2 2021 and the corresponding period.

PLN m (unaudited)	Q2 2021	Q2 2020	Change %
Valuation of fnancial instruments	2.5	—	n/a
Interest from deposits	0.2	0.9	(74.7%)
Other fnancial income	0.1	0.3	(77.2%)
Net exchange gains on foreign currency transactions	1.2	1.7	(27.5%)
Financial income	4.0	2.9	40.3%
Interest paid and payable for fnancial liabilities	(36.9)	(80.0)	(53.9%)
Interest rate hedging instrument	(14.7)	(8.0)	85.1%
Interest on leases	(1.2)	(0.8)	48.0%
Revolving facility availability fee	(0.9)	(0.8)	12.8%
Valuation of fnancial instruments	—	—	n/a
Other fnancial costs	(1.5)	0.9	(269.2%)
Financial costs	(55.2)	(88.7)	(37.8%)
Net fnancial costs	(51.1)	(85.8)	(40.4%)

PROFIT BEFORE INCOME TAX

Proft before income tax increased by PLN 132.0 million, or 55.3%, from PLN 238.6 million for Q2 2020 to 370.7 million for Q2 2021as a result of the factors described above.

INCOME TAX EXPENSES

Income tax expenses increased by PLN 21.2 million, or 39.6%, from PLN 53.6 for Q2 2020 to PLN 74.8 million for Q2 2020. The Group's efective tax rate was 22.5% and 20.2% for Q2 2020 and Q2 2021 respectively, compared to the Polish standard corporate income tax rate of 19% for each period.

NET PROFIT

Net proft increased by PLN 110.8 million, or 59.9%, from PLN 185.0 million for the Q2 2020 to PLN 295.9 million for Q2 2021 as a result of the same factors driving Adjusted EBITDA growth discussed above, in addition supported by a signifcant decline in fnancial costs.

PLN m (unaudited)	Q2 2021	Q2 2020	Change %
Current income tax on profts	(70.2)	(69.8)	0.6%
(Increase)/Decrease in net deferred tax liability	(4.6)	16.2	(128.3%)
Income tax expense	(74.8)	(53.6)	39.6%

OTHER COMPREHENSIVE INCOME

Other comprehensive income increased by PLN 38.5 million, from negative PLN 9.6 million for Q2 2020 to PLN 28.9 million for Q2 2021. This increase resulted primarily from the falls in the valuation of fnancial liabilities relating to the foating to fxed interest rate swap contract. This is the result of the up-ward trend in mid-term market interest rate expectations, driven by the increased prospect of the nearing end of the economic crisis triggered by the COVID-19 pandemic.

ADJUSTED NET PROFIT

Adjusted net proft increased by PLN 108.8 million, or 55.2% YoY, from PLN 197.1 million for Q2 2020 to PLN 305.9 million for Q2 2021 when PLN 12.4 million of EBITDA adjustments and PLN 2.3 million of tax efect on the above adjustments are excluded.

Reconciliation of Adjusted net proft, PLN m (unaudited)	Q2 2021	Q2 2020	Change %
Net Proft	295.9	185.0	59.9%
EBITDA adjustments	12.4	14.0	(11.9%)
Tax impact of adjustments	(2.3)	(2.0)	16.6%
Adjusted net proft	305.9	197.1	55.2%

2.2.2. REVIEW OF THE SIX MONTHS ENDED 30 JUNE 2021 RESULTS

RESULTS OF OPERATIONS

The following table presents the Group's summary consolidated statements of comprehensive income data for the six months ended 30 June 2021 and six months ended 30 June 2020.

Income Statement,

Revenue	2,518.3	1,770.1	42.3%
Marketplace revenue	2,078.4	1,446.6	43.7%
Advertising revenue	214.8	141.3	52.0%
Price comparison revenue	90.6	89.4	1.3%
Retail revenue	123.6	82.6	49.6%
Other revenue	11.0	10.3	6.1%
Operating expenses	(1,443.3)	(981.6)	47.0%
Payment charges	(74.3)	(74.2)	0.2%
Cost of goods sold	(121.0)	(82.3)	46.9%
Net costs of delivery	(538.7)	(246.2)	118.8%
Marketing service expenses	(274.6)	(273.3)	0.5%
Staf costs	(267.7)	(202.9)	31.9%
IT service expenses	(44.4)	(27.2)	63.2%
Other expenses	(93.5)	(49.7)	88.1%

PLN m (unaudited)	H1 2021	H1 2020	Change %
Revenue	2,518.3	1,770.1	42.3%
Marketplace revenue	2,078.4	1,446.6	43.7%
Advertising revenue	214.8	141.3	52.0%
Price comparison revenue	90.6	89.4	1.3%
Retail revenue	123.6	82.6	49.6%
Other revenue	11.0	10.3	6.1%
Operating expenses	(1,443.3)	(981.6)	47.0%
Payment charges	(74.3)	(74.2)	0.2%
Cost of goods sold	(121.0)	(82.3)	46.9%
Net costs of delivery	(538.7)	(246.2)	118.8%
Marketing service expenses	(274.6)	(273.3)	0.5%
Staf costs	(267.7)	(202.9)	31.9%
IT service expenses	(44.4)	(27.2)	63.2%
Other expenses	(93.5)	(49.7)	88.1%
Net impairment losses on fnancial and contract assets	(29.1)	(25.8)	12.9%
Operating proft before amortisation and depreciation (EBITDA)	1,075.0	788.6	36.3%

The following table presents a reconciliation between reported and adjusted net proft for the period under review.

TOTAL COMPREHENSIVE INCOME

Total comprehensive income increased by PLN 149.3 million, or 85.1%, from PLN 175.4 million for the Q2 2020 to PLN 324.8 million for the Q2 2021 as a result of the factors discussed above.

Income Statement, PLN m (unaudited)	H1 2021	H1 2020	Change %
Amortisation and Depreciation	(247.1)	(228.2)	8.3%
Amortisation	(210.1)	(197.4)	6.5%
Depreciation	(36.9)	(30.8)	19.8%
Operating proft	828.0	560.4	47.8%
Net Financial costs	(102.1)	(183.7)	(44.4%)
Financial income	8.7	12.8	(32.4%)
Financial costs	(111.7)	(193.1)	(42.2%)
Foreign exchange (profts)/losses	0.9	(3.4)	(125.1%)
Proft/(Loss) before Income tax	725.8	376.7	92.7%
Income tax expenses	(160.3)	(87.0)	84.2%
Net proft/(loss)	565.5	289.7	95.2%
Other comprehensive income/(loss)	72.9	(65.7)	(210.9%)
Total comprehensive income/(loss) for the period	638.4	224.0	185.0%

REVENUE

Revenue increased by PLN 748.2 million, or 42.3%, from PLN 1,770.1 million forthe six months ended 30 June 2020 to PLN 2,518.3 million for the six months ended 30 June 2021. This increase resulted primarily from the growth of marketplace, advertising, and retail revenue streams.

MARKETPLACE REVENUE

Marketplace revenue increased by PLN 631.8 million, or 43.7%, from PLN 1,446.6 million forthe six months ended 30 June 2020 to PLN 2,078.4 million for the six months ended 30 June 2021.

This increase resulted from 25.2% YoY GMV growth and a 136 basis point increase in Take Rate. GMV growth comprised 25.5% from the Allegro marketplace with a drag of 0.3 pp coming from eBilet as the continued severe lockdown restrictions negatively impacted public events and eBilet's ticket sales during all of Q1 2021, with restrictions being gradually eased from May 2021.

The COVID-19 pandemic has had a material impact on demand for e-commerce services in both H1 2020 and H1 2021. In 2020, the frst COVID-19 lockdown was imposed by the Polish government in mid-March 2020 and was very severe, including closing all non-essential ofine retail until 15 May and a full reopening of ofine retail (with mask and density restrictions) for the second half of the quarter. Furthermore, Allegro responded to the crisis situation with a CSR initiative to provide free SMART! subscriptions, which include free delivery of purchases, to all buyers who wished to use them from 15 March to 15 June 2020, with the ofer running down to zero free SMART! subscriptions between 16 June and 15 July 2020. The Group had also moved to support its seller base with concessions on Take Rate for new sellers and extended payment terms for small and medium sized merchants.

As a result of these factors, H1 2020 saw a signifcant boost to demand from the Group's buyers as they brought more of their purchasing online, resulting in growth increasing from a pre-pandemic growth trend in the mid-twenties to 54.5% GMV growth for H1 for the Group with a peak of 84.5% in April 2020. All this growth came on the core Allegro marketplace while eBilet ticket sales GMV was brought to a standstill by the total lockdown on mass events from mid-March 2020.

In 2021 the demand for the Group's marketplace services was supported by lockdowns in January and again between 27 March and 5 May, although both were limited to the closing of non-essential retail in shopping malls rather than all such ofine retail in comparison to the 2020 situation. Overall, this combination of circumstances has translated into a strong tailwind in Q1 and an even more signifcant headwind in Q2, resulting in slower growth overall in H1 2021 in comparison to H1 2020 with 25.2% versus 54.5% in the frst half of 2020. Taking a two year perspective of CAGR growth rates for the 2019-2021 period to cancel out the volatility caused by the timing of lockdown measures since March 2020, growth for H1 2021 was 39.1%, which is considerably above the accelerated growth rates being achieved by the Group in the 2018 and 2019 timeframe following the introduction of the SMART! programme. This accelerated growth refects buyers' increased purchasing frequency following a positive shopping experience and the learning of new online shopping habits during the lockdowns. The Group believes that a signifcant proportion of this extra purchasing frequency will remain with the e-commerce segment once the disruption caused by the pandemic has fully passed.

Increased demand has been further supported by the Group focusing on the retail basics of increasing selection, ensuring competitive prices and a satisfying delivery experience, together with increased uptake of SMART! subscriptions further boosting purchasing frequency. As a result the GMV per Active Buyer LTM metric advanced by 29.4% versus the prior year H1 to 2,969 PLN from 2,295 PLN and the Active Buyer LTM metric grew by 7.2% to 13.2 mln buyers at 30 June 2021 versus 12.3 mln buyers a year earlier. As a result of these factors, GMV on a LTM basis to 30 June 2021 has moved up by 37.6% to PLN 39,140.5 million versus 30 June 2020.

The primary factors responsible for the 136 basis points YoY increase in Take Rate are the June 2020 introduction of success fee on delivery charges paid by buyers (a market standard practice aimed at fghting artifcially infated delivery prices), the April 2020 launch of merchant co-fnancing of SMART! deliveries by courier and the January 2021 launch of similar co-fnancing for locker deliveries, as well as high demand for promotional listings in Q2 2021. Furthermore, targeted success fee increases mainly in Q4 2020 and Q1 2021 in specifc categories and for promoted ofers had a positive impact on the Take Rate, while the presence and subsequent discontinuation of a 3 month success fee waiver for new merchants during the Q2 2020 lockdown further increased the YoY growth in Take Rate. Co-fnancing from sellers contributed a minor portion of the total cost of funding free deliveries for the SMART! program that was strongly driving sales increases for merchants.

ADVERTISING REVENUE

Advertising revenue increased by PLN 73.5 million, or 52.0%, from PLN 141.3 million for the six months ended 30 June 2020 to PLN 214.8 million for the six months ended 30 June 2021.

This increase resulted primarily from the strong performance of sponsored ofer ads due to an acceleration in trafc growth on the Group's websites, a higher number of merchants purchasing sponsored ads ofers which was driven initially by a continued shift of Polish consumers to e-commerce as a result of the COVID-19 pandemic in Q1 and later by increased promotional intensity from advertisers in Q2, aimed at retaining existing and winning new online buyers following the reopening of ofine retail and the general reopening of the economy. The H1 increase was also the result of improved performance of display advertising due to self-service scalability and higher sales to strategic clients, together with the ramp-up of the new advertising network service, enabling merchants to use Google Adwords in order to drive trafc to their own Allegro ofers to support their sales results.

PRICE COMPARISON REVENUE

Price comparison revenue increased by PLN 1.2 million, or 1.3%, from PLN 89.4 million for the six months ended 30 June 2020 to PLN 90.6 million for the six months ended 30 June 2021.

This YoY stabilization resulted primarily from a growing share of price comparison services acquired by the Allegro marketplace platform, driving a higher share of intra-Group revenue that is eliminated on consolidation. In addition, in Q2 2021 revenue from cost-per-click fees decelerated due to a lower volume of clicks as some buyers moved back to ofine in comparison to the situation during the severe prior yearlockdown, together with increased competition for trafc between market participants as ofine fully reopened in Q2 2021.

RETAIL REVENUE

Retail revenue increased by PLN 41.0 million, or 49.6%, from PLN 82.6 million for the six months ended 30 June 2020 to PLN 123.6 million for the six months ended 30 June 2021.

1P retail sales represented 0.52% of total GMV in H1 2020 and 0.62% of total GMV in H1 2021. This increase results from a stronger focus on using 1P retail in order to enhance the overall value proposition to buyers, helping to provide competitive pricing or missing selection of key products when the sellers present on the marketplace are unable to provide lowest prices or source products.

OPERATING EXPENSES

Operating expenses increased by PLN 461.7 million, or 47.0%, from PLN 981.6 million for the six months ended 30 June 2020 to PLN 1,443.3 million forthe six months ended 30 June 2021. This increase resulted primarily from increased net costs of delivery, staf costs and other expenses.

PAYMENT CHARGES

Payment charges increased by PLN 0.1 million, or 0.2%, from PLN 74.2 million for the six months ended 30 June 2020 to PLN 74.3 million for the six months ended 30 June 2021. This increase resulted from higher sales on the Group's e-commerce marketplace, substantially ofset by lowerrates from third-party providers due to discounts that increase after reaching pre-agreed volume thresholds.

COST OF GOODS SOLD

Cost of goods sold generated from retail revenues increased by PLN 38.7 million, or 46.9%, from PLN 82.3 million for the six months ended 30 June 2020 to PLN 121.0 million for the six months ended 30 June 2021. This increase resulted primarily from increased sales through the Group's 1P retail business operations, while gross sales margin moved up by 1.8 pp versus the prior year H1 to 2.1%.

NET COSTS OF DELIVERY

Net costs of delivery increased by PLN 292.5 million, or 118.8%, from PLN 246.2 million forthe six months ended 30 June 2020 to PLN 538.7 million for the six months ended 30 June 2021. This increase resulted primarily from a signifcant increase in both the number and share of buyers on the Group's e-commerce marketplace who were subscribers to the SMART! program and to the typically signifcant increase in spending that comes with the availability of ofers with free delivery.

The growth in SMART! subscriptions partly refects the prior-year conversion of buyers who had benefted from a free SMART! subscriptions ofered by the Group during the frst 2020 lockdown deciding to purchase a subscription after H1 2020. As those free SMART! trialists from H1 2020 converted to paid subscribers, the costs of their deliveries started appearing in the net cost of delivery line, whilst their PLN 81.2 million of delivery costs when they were free SMART! trialists in H1 2020 were booked in the marketing expense line. Successive improvements to the SMART! product, including the "SMART! Student" loyalty program, the "SMART! na Start" zero subscription fve free deliveries for occasional shoppers, introduction of a cash on delivery payment method and reducing MOV on courier deliveries from PLN 100 to PLN 80 all contributed to subscription uptake by addressing specifc concerns of various pockets of non-SMART! buyers. In addition to SMART! user growth, other drivers of net costs of delivery growth included a higher number of packages shipped per SMART! user and increased average cost per package due to the increased share of courier service in the delivery mix. Net costs of delivery mainly represent the excess of SMART! free delivery costs over the revenues earned from SMART! subscriptions while co-fnancing contributions from sellers are recorded as marketplace revenue and thus included in the Take Rate.

MARKETING SERVICE EXPENSES

Marketing service expenses increased by PLN 1.3 million, or 0.5%, from PLN 273.3 million for the six months ended 30 June 2020 to PLN 274.6 million for the six months ended 30 June 2021. In the prior year this expense item included PLN 81.2 million of delivery costs associated with free SMART! trialists who received the service as part of a CSR response to the severe frst COVID-19 lockdown. Excluding that amount, marketing expenses increased by 43.0% versus H1 2020. PPC expenses grew 48.6%. Increased competition for buyers as ofine fully reopened in Q2 2021, drove costs per acquired click higher in a change similar to the higher advertising and promotion revenues noted by the Group on its own Allegro marketplace. Nevertheless, improving conversion of purchased trafc and higher Take Rates ensured that ROIs on this main component of marketing spending remained very strong.

The marketing services expense line includes PLN 2.3 million costs of donations to the health sector and charitable organisations and NGOs related to COVID-19 included as one-of costs in the Adjusted EBITDA reconciliation.

STAFF COSTS

Staf costs increased by PLN 64.8 million, or 31.9%, from PLN 202.9 million for the six months ended 30 June 2020 to PLN 267.7 million for the six months ended 30 June 2021.

This increase resulted from the recruitment of new employees as headcount at 30 June 2021 was 29.1% higher than at 30 June 2020, as well as an increases in base salaries, the over-indexing of tech and middle-level business management recruitment and higher holiday provision caused by COVID-19 restrictions limiting the possibilities for employees to take vacation days. The total expenditure in H1 2021 included PLN 8.7 million cost related to the new Allegro Incentive Plan and PLN 0.6 million funds spent on protective equipment against COVID-19 vs PLN 6.9 million of Management Incentive Plan and PLN 2.5 million funds spent on protective equipment against COVID-19 in H1 2020, in both cases included as one-of costs in the Adjusted EBITDA reconciliation.

IT SERVICE EXPENSES

IT service expenses increased by PLN 17.2 million, or 63.2%, from PLN 27.2 million for the six months ended 30 June 2020 to PLN 44.4 million for the six months ended 30 June 2021.

This increase resulted primarily from new licenses related to the introduction of new software solutions and increased IT costs due to growing technical platform capacity, including external cloud utilisation driven by both growing storage requirements for active ofers on the Group's e-commerce marketplace, and capacity requirements for the increasing number of machine learning based solutions embedded in the Group's operations.

OTHER EXPENSES

Other expenses increased by PLN 43.8 million, or 88.1%, from PLN 49.7 million for the six months ended 30 June 2020 to PLN 93.5 million for the six months ended 30 June 2021.

This increase resulted primarily from higher consultancy and contractor outsourcing costs in connection with the development of new products and services, including IT consulting services, related to the delivery experience development agenda, projects related to customer experience improvements and ongoing work on product catalogue development. H1 2021 also included a PLN 9.2 million write down of input VAT in the Luxembourg entities after being assessed as irrecoverable. The other expense line in H1 2021 included PLN 8.3 million of business development costs and PLN 0.5 million ofregulatory proceedings costs vs PLN 2.7 million of business development costs, PLN 1.7 million monitoring costs and PLN 2.0 million of regulatory proceeding costs in Q2 2020, in both cases included as one-of costs in the Adjusted EBITDA reconciliation.

NET IMPAIRMENT LOSSES ON FINANCIAL AND CONTRACT ASSETS

Net impairment losses on fnancial and contract assets increased by PLN 3.3 million, or 12.9% from PLN 25.8 million for the six months ended 30 June 2020 to PLN 29.1 million for the six months ended 30 June 2021. This increase resulted primarily from the growth of sales on the Group's e-commerce marketplace and included provisions of PLN 4.5 million for expected losses of 2.1% on consumer credits advanced by Allegro Pay, partially ofset by better debt collection and the non-recurrence of a specifc provision for extension of payment terms for SME sellers (COVID-19 policy response) on Allegro from 14 to 60 days booked in the previous year in the amount of PLN 2.5 million.

OPERATING PROFIT BEFORE AMORTIZATION AND DEPRECIATION

Operating proft before amortization and depreciation increased by PLN 286.5 million, or 36.3%, from PLN 788.6 million for the six months ended 30 June 2020 to PLN 1,075.0 million forthe six months ended 30 June 2021 as a result of the factors described above. This result includes PLN 20.5 million of one-of EBITDA adjustments reported in the period, compared to PLN 19.4 million one-ofs reported in the prior year period.

AMORTIZATION

Amortization increased by PLN 12.7 million, or 6.5%, from PLN 197.4 million for the six months ended 30 June 2020 to PLN 210.1 million for the six months ended 30 June 2021. This increase resulted primarily from an increase in intangibles associated with capitalized development costs of projects that were completed and put into use since the end of the prior reporting period.

DEPRECIATION

Depreciation increased by PLN 6.1 million, or 19.8%, from PLN 30.8 million for the six months ended 30 June 2020 to PLN 36.9 million for the six months ended 30 June 2021. This increase resulted primarily from the depreciation of computers and ofce equipment related to growth of the organization and scaling of the server parks required to support the marketplace platform.

OPERATING PROFIT

Operating proft increase by PLN 267.6 million, or 47.8%, from PLN 560.4 million for the six months ended 30 June 2020 to PLN 828.0 million for the six months ended 30 June 2021 as a result of depreciation and amortization growing more slowly than operating proft before amortization and depreciation (EBITDA).

NET FINANCIAL COSTS

Net fnancial costs decreased by PLN 81.5 million, or 44.4%, from PLN 183.7 million for the six months ended 30 June 2020 to PLN 102.1 million for the six months ended 30 June 2021. This decrease resulted primarily from lower costs of Group indebtedness, due to refnancing transactions completed in 2020 that reduced both the nominal value of borrowings and the related facility margins, cutting interest costs by PLN 102.3 million from PLN 177.9 million for the six months ended 30 June 2020 to PLN 75.6 million for the six months ended 30 June 2021.

That decrease was partially ofset by higher costs of interest rate hedging instruments by PLN 18.1 million or 157.4%, due to a signifcant fall in WIBOR reference rates triggered by the COVID-19 pandemic.

The following table presents a breakdown of the Group's fnancial income and fnancial costs for the periods indicated.

PLN m (unaudited)	H1 2021	H1 2020	Change %
Valuation of fnancial instruments	8.1	9.5	(14.8%)
Interest from deposits	0.4	2.1	(80.1%)
Other fnancial income	0.1	1.2	(88.0%)
Net exchange gains on foreign currency transactions	0.9	—	n/a
Financial income	9.5	12.8	(25.7%)
Interest paid and payable for fnancial liabilities	(75.6)	(177.9)	(57.5%)
Interest rate hedging instrument	(29.6)	(11.5)	157.7%
Interest on leases	(1.8)	(1.6)	13.2%
Revolving facility availability fee	(1.8)	(1.6)	11.2%
Net exchange losses on foreign currency transactions	—	(3.4)	(100.0%)
Other fnancial costs	(2.9)	(0.5)	525.7%
Financial costs	(111.7)	(196.5)	(43.2%)
Net fnancial costs	(102.1)	(183.7)	(44.4%)

PROFIT BEFORE INCOME TAX

Proft before income tax increased by PLN 349.1 million, or 92.7%, from PLN 376.7 million for the six months ended 30 June 2020 to PLN 725.8 million the six months ended 30 June 2021 as a result of the factors described above.

OTHER COMPREHENSIVE INCOME

Other comprehensive income increased by PLN 138.5 million, from a loss of PLN 65.7 million for the six months ended 30 June 2020 to a gain of PLN 72.9 million for the six months ended 30 June 2021. This increase resulted primarily from favourable changes in the valuation of the foating to fxed interest rate swap contracts as market yield curves slowly increase on prospect of the end of COVID-19 pandemic.

NET PROFIT

Net proft increased by PLN 275.9 million, or 95.2%, from PLN 289.7 million for the six months ended 30 June 2020 to PLN 565.5 million for the six months ended 30 June 2021 as a result of the same factors driving Adjusted EBITDA growth discussed above, in addition supported by a signifcant decline in fnancial costs.

INCOME TAX EXPENSES

Income tax expenses increased by PLN 73.3 million, or 84.2%, from PLN 87.0 million for the six months ended 30 June 2020 to PLN 160.3 million for the six months ended 30 June 2021. The Group's efective tax rate was 22.1% and 23.1% for the six months ended 30 June 2020 and 2021, respectively, compared to the Polish standard corporate income tax rate of 19% for each period.

TOTAL COMPREHENSIVE INCOME

Total comprehensive income increased by PLN 414.4 million, or 185.0%, from PLN 224.0 million for six months ended 30 June 2020 to PLN 638.4 million for the six months ended 30 June 2021 as a result of the factors discussed above.

ADJUSTED NET PROFIT

Adjusted net proft increased by PLN 275.4 million, or 89.8%, from PLN 306.7 million for the six months ended 30 June 2020 to PLN 582.1 million the six months ended 30 June 2021.

The following table presents a reconciliation between reported and adjusted net proft for the period under review.

PLN m (unaudited)	H1 2021	H1 2020	Change %
Current income tax on profts	(140.8)	(102.6)	37.3%
(Increase)/Decrease in net deferred tax liability	(19.5)	15.5	(225.5%)
Income tax expense	(160.3)	(87.0)	84.2%

Reconciliation of Adjusted net proft, PLN m (unaudited)	H1 2021	H1 2020	Change %

Net Proft	565.5	289.7	95.2%
EBITDA adjustments	20.5	19.4	5.5%
Tax impact of adjustments	(3.9)	(2.4)	63.2%
Adjusted net proft	582.1	306.7	89.8%

Cash Flow, PLN m (unaudited)	H1 2021	H1 2020	Q2 2021	Q2 2020
Net cash infow/(outfow) from operating activities	656.3	667.6	232.2	374.7
Proft before income tax	725.8	376.7	370.7	238.6
Income tax paid	(225.1)	(62.4)	(188.0)	(27.2)
Amortisation and depreciation	247.1	228.2	125.8	114.0
Net interest expense	104.7	188.9	51.1	87.5
Changes in net working capital	(198.9)	(62.7)	(130.8)	(37.7)
Other operating cash fow items	2.7	(1.1)	3.4	(0.5)
Net cash infow/(outfow) from investing activities	(153.3)	(124.4)	(93.4)	(76.4)
Capitalized development costs	(104.0)	(75.1)	(55.3)	(44.6)
Other capital expenditure	(49.5)	(43.9)	(38.2)	(30.8)
Acquisition of subsidiaries	—	(4.4)	—	—
Other investing cash fow	0.2	(1.0)	0.1	(1.0)
Net cash infow/(outfow) from fnancing activities	(117.3)	(372.3)	(57.6)	(96.6)
Borrowings repaid	—	(172.5)	—	—
Interest rate hedging instrument settlements	(32.8)	(11.5)	(14.7)	(8.0)
Lease payments	(16.1)	(14.6)	(8.5)	(7.3)
Interest paid	(67.1)	(172.1)	(33.7)	(80.6)
Other fnancing cash fow	(1.3)	(1.6)	(0.7)	(0.8)
Net increase/(decrease) in cash and cash equivalents	385.7	170.9	81.2	201.7

2.2.3. REVIEW OF CASH FLOW PERFORMANCE

The following table summarizes net cash fows from operating, investing and fnancing activities for the three and six month periods ended 30 June 2021, together with comparative amounts for the corresponding period of 2020:

NET CASH FROM OPERATING ACTIVITIES

Net cash generated from operating activities decreased by PLN 11.3 million or 1.7% YoY for the six months ended 30 June 2021 and PLN 142.5 million or 38.0% YoY for Q2 2021. This decrease is mainly attributed to the higher outfow of net working capital, PLN 162.3 million or 217% YoY resulting from the launch of Allegro Pay consumer fnance lending operations in second half of 2020, which translated to PLN 173.7 million of investment in the loan book in the 6 months period ended 30 June 2021.

During H1 the Group originated PLN 526 million of new consumer loans from its new Allegro Pay product and is progressing well towards its target of at least PLN 1,000 million of loan origination during FY 2021. The gross loans balance reached PLN 231 million at the end of H1 2021, having increased by 74% QoQ, and is also on target to reach at least PLN 500 million of gross loans outstanding as at FY 2021 year end. The observed growth in loan sales and period end balance is driven by a growing proportion of the marketplace Active Buyers who are eligible to use Allegro Pay services and a growing number of users who activative the service and draw down on their individually approved credit lines.

The increasing volumes of originated consumers loans have been supported by several new features and upgrades introduced by Allegro Pay during H1 2021, including card repayment, one-click buy directly from the product page and upgraded credit-scoring models with improved risk parameters and a high approvalrate. Good underwriting discipline is so far confrmed by the expected credit losses ratio remaining low at 2.1% of the outstanding gross loans at H1 2021 period end. Demand for Buy Now, Pay Later (BNPL) credits relative to instalment loans has been higher than originally expected, resulting in relatively slower growth in gross loans outstanding as BNPL credits turn over much more quickly than instalment loans.

The decrease of the cash generated from operating activities was further impacted by the settlement of corporate income tax, due for 2020, in the amount of PLN 142.7 million. This large payment resulted from a switch to the prepayment method of corporate tax settlement for 2020, whereby the prepayments are based on the much lower tax paid from two years earlier, i.e. 2018. Furthermore, this fnal settlement for 2020 corporate income tax was delayed into Q2 2021 as a result of special relief measures introduced by the polish government to address the global economic disruption caused by the COVID-19 pandemic. This delay accounts for most of a PLN 160.8 million increase in tax paid in Q2 2021 versus the prior year quarter. The negative impact on the Group's operating cash fow of the above factors was largely ofset by a signifcant increase of proft before income tax of PLN 349.1 million, or 92.7% YoY for H1 2021 and by PLN 132.1 million, or 55.4% YoY for Q2 2021, in both cases driven mostly by a combined impact of both the decrease in interest paid and the factors impacting the growth of the respective periods' EBITDA.

NET CASH USED IN INVESTING ACTIVITIES

Net cash used in investing activities was PLN 153.3 million for the six months ended 30 June 2021 which represents a YoY increase of net outfow in the amount of PLN 28.9 million, or 23.2% and PLN 36.4 million YoY for Q2 2021. This increase is resulting from higher development costs qualifed for capitalization, related to ongoing development of the e-commerce platform with capacity for new projects expanded by the increasing headcount among the Group's technology teams.

The other factors impacting the cash from investing activities remained fairly stable, whereas the Group is expecting to see a signifcant uptick of capital expenditures in the next quarters as preparation of the Group's new fulflment center and roll-out of its frst proprietary lockers gains traction. Fulfllment center ft-out investment necessary for full-scale operations was lagged into Q3 as the ongoing integration and adaptation of a Warehouse Management System is continuing and is now on the critical path to launch the fulflment services. Investments necessary for the frst pilot phase of the fulflment project were completed in H1 with frst shipments expected during the Autumn as part of the pilot. With regards to the Last Mile project, the Group expects APM deliveries at scale and continuous site acquisition and installation ramp-up in H2 2021 to result in signifcantly increased capital investment. In addition, ft-out expenditures for new ofces in Warsaw and Poznan, taken over later than originally expected, will produce signifcantly higher capital investment in H2.

In the six months period ended 30 June 2021, the Group did not initiate any one-of investments, compared to PLN 4.4 million cash outfow recorded in Q1 2020, resulting from the acquisition of the business assets of FinAi S.A. (currently Allegro Pay sp. z o.o.).

NET CASH USED IN FINANCING ACTIVITIES

Net cash used in fnancing activities was PLN 117.3 million forthe six months ended 30 June 2021, which represents a decrease in cash outfow amounting to PLN 255.0, or 68.5% YoY and PLN 39.0 million, or 40.4% YoY for Q2 2021. This decrease is mainly related to the Group's refnancing process that was completed in Q4 2020 and resulted in shifting the amortizing repayment schedule to a bullet repayment in 2024, reducing the nominal amount of indebtedness and the corresponding WIBOR reference margin. Moreover, the Group made a scheduled loan repayment in Q1 2020, which resulted in recording a net cash outfow in the amount of PLN 172.5 million.

The positive impact of the refnancing process on the Group's cash fow from fnancing activities was partly ofset by higher costs related to settlement of fxed interest rate hedging instruments, PLN 21.3 million or 185% YoY for the 6 months period ended 30 June 2021 and PLN 6.7 million or 84% YoY for Q2 2021. This is the result of lowering the interest rates by the National Bank of Poland in Q2 2020, as a response for the global economic disruption caused by the COVID-19 pandemic, and aiming to support economic growth despite the increasing infationary pressure. Those actions translated to a signifcant adverse swing in the valuation of the existing foating to fxed interestrate swap contracts as market interest rates fell, increasing quarterly cash outfows on the contracts while the Group's underlying interest payments have fallen. The Group hedges approximately 50% of its foating interest rate risk. Market interest rates have begun to rise again in anticipation of post pandemic recovery, resulting in a gradual fall in the valuation of the swap contract liabilities over the frst half of 2021. Most of these gains have been recorded in Other Comprehensive Income in accordance with hedge accounting rules and are non-cash items.

2.2.4. INDEBTEDNESS

As of 30 June 2021, the Group's total borrowings (principal adjusted by amortised cost) were PLN 5,445.8 million. In addition, the Group had PLN 500.0 million committed under a revolving facility, which was undrawn as of 30 June 2021.

The Group's net leverage reduced from 2.47x as of 31 December 2020 to 1.98x as of 30 June 2021. This decrease is mostly driven by the upward trend of the adjusted LTM EBITDA, increasing from PLN 1,750.0 million for the twelve months ended 31 December 2020 to PLN 2,037.6 million fortwelve months ended 30 June 2021, and a signifcant increase of cash by PLN 385.6 million or 32.5%, driven by the factors described in the previous section.

The decrease of the net debt to equity ratio from 53.5% to 46.2% is impacted by both a decrease of the Group's leverage and an increase of equity due to current year results and the favorable change in valuation of fxed interest rate hedging instruments, revalued mostly through other comprehensive income.

PLN m (unaudited)	30.06.2021	31.12.2020
Adjusted EBITDA LTM	2,037.6	1,750.0
Borrowings at amortized cost	5,445.8	5,437,8
Lease liabilities	162.4	73.3
less Cash	(1,570.7)	(1,185.1)
= Net Debt	4,037.5	4,326.0
Leverage	1.98 x	2.47 x
Equity	8,737.9	8,090.6
Net debt to Equity	46.2%	53.5%

As a result of leverage falling below 2.0x Adjusted EBITDA, the Group is expecting to record a further PLN 11.2 million in interest savings during H2 2021 as the applicable margin is expected to fall by 50 bp. This decrease is expected to be accompanied by a non-cash reduction in debt, valued at amortized cost, by approximately PLN 100 million, due to the resulting fall of the future cash interest outfows related to the loan.

ALLEGRO.EU S.A. GROUP HALF-YEAR REPORT for the three and six month periods ended 30 June 2021

	FY 2020 Actual	FY 2021 Q1 2021 report	FY 2021 Updated	Comments
GMV	54%	High teens Low 20s%	Unchanged	Growth accelerating from Q2 low point in H2
	YoY growth	YoY growth	YoY growth
Revenue	54%	Low 30s%	Unchanged	Take Rate seasonally lower in H2
	YoY growth	YoY growth	YoY growth
Adj. EBITDA [1]	31%	High teens Low 20s%	Unchanged	Increased SMART! penetration and SG&A ramp-up to support innovation roadmap in H2 and beyond
	YoY growth	YoY growth	YoY growth
Capex [2]	PLN 230m		PLN 560-600m PLN 475-525m	IT cash capex savings from leases Ofce ft-out delay

3. Expectations for the Group in FY 2021

The Group reiterates the current expectations discussed in the "Expectations For The Group in FY 2021" section of the Company's Q1 2021 Quarterly Report, which has been published on the website of the Company; with the exception of its capital expenditure plans for FY 2021, which are reduced to an expected range of PLN 475 million to PLN 525 million, down from the earlier PLN 560 million to PLN 600 million. This change results from some cash capex savings on certain IT equipment that was leased instead of purchased and a delay of some ofce ft out work for future periods resulting from later handover of new ofces.

[1] Adjusted EBITDA defned as EBITDA pre transaction costs, management fees (monitoring fees), stock-based compensation, restructuring costs and other one-of items

[2] Represents cash capex and does not include leased assets (which are presented in balance sheet)

4. Recent trading

During July 2021, management has noted GMV growth that is consistent with the Group's current expectations for FY 2021. As there were no COVID-19 lockdowns in July 2020 and throughout the third quarter of 2020, the base period comparative eased considerably in July relative to the Q2 comparatives. Accordingly, the Group noted an acceleration of GMV growth in July 2021 towards a mid-teens percentage growth rate.

The Group's expectations take into account the expected intensifcation of competition in 2021, but do not include downside risks from any of several digital tax proposals, should such be voted into law by the Polish parliament.

5. Principal risks and uncertainties

The following factors are particularly signifcant to the realisation or otherwise of the expected fnancial results for 2021 detailed above in Section 2.3:

• The pace of vaccination against COVID-19 and the resulting speed with which restrictions on ofine retail are removed and an expected general reduction of perceived threat from COVID-19 among the Polish population when shopping ofine are both events that are likely to have a signifcant impact on our GMV growth during the second half of 2021, however the timing and scale of these impacts is difcult to estimate. Moreover, it remains difcult to project the degree to which buyers will continue to rely on e-commerce and maintain purchasing habits developed during the pandemic once the COVID-19 crisis is in the past.
• Following the launch of an Amazon.pl website by Amazon and the announcement of proprietary locker investments by Alibaba in recent months, the Group has factored in some intensifcation of competition from multinational e-commerce companies into its expectations forthe remaining quarters of 2021. In the event that the pace of development of the Group's competitors difers from the Group's assumptions, this may lead to a need to adjust operational plans and commercial positioning and may lead to signifcant deviations in fnancial performance for 2021 from our expectations.
• Operating margins may difer signifcantly from those implied in our expected fnancial results should the Group need to change monetization approach due to competitive pressures or if SMART! subscription growth or SMART! na Start uptake is materially diferent from our current expectations.
• Should we sufer delays in ramping up our stafng and development projects, including both planned improvements to the Group's marketplace and price comparison platforms and in new infrastructure projects related to Allegro Fulflment services and a proprietary locker network, then the Group's revenue growth in 2021 may be adversely afected.

Due to the uncertainty about the future evolution of the key factors described above and the future developments of the Polish and global economies, in the management's assessment actual results for 2021 could difer materially from those discussed in any expectations, projections or otherforward-looking statements included throughout this Report.

In addition to, the risk factors discussed above, the risk factors that have been described in detail in section 2.2 "Risk Factors" of the Group's Annual Report for the fnancial year ended 31 December 2020 ("2020 Annual Report"), which was approved by the Board of Directors on 2 March 2021 and which has been subsequently published on the Company's website. These risk factors are also relevant for the fnancial performance of the Group in 2021 and for the medium and long term fnancial performance and business prospects of the Group.

As of the date of this Report, in Management's opinion, there were no substantial new risk factors or changes in the Group's assessment of the risk factors included and described in the 2020 Annual Report to be presented in this Report, with the following exceptions:

• Amazon Inc. has recently intensifed its activity directly competitive to Allegro in the Polish e-commerce segment and this may lead to a material change in our fnancial performance in terms of growth, margins and cash fows in the future

On 1 March 2021, Amazon Inc. ("Amazon") launched an Amazon.pl website having previously invited merchants to register on its dedicated seller central platform. In January 2021, Amazon announced that it had signed a fve year contract with InPost to provide delivery services to Inpost's network of automatic parcel machines (also referred to as "lockers"). As a result of these developments, the Group is expecting competition with Amazon Inc. to gradually intensify, while the timing of an Amazon Prime ofering to the Polish market is difcult to predict but considered likely to occur.

Since 2016 Amazon has served the Polish e-commerce segment in competition to Allegro via a Polish language translation of its German website, Amazon.de, Polish consumers have had access to the European selection available on Amazon.de. They may browse these ofers in Polish, pay using Polish zloty payment solutions and contact customer services provided in Polish. Moreover, the network of fulflment centers operated by Amazon in Poland chiefy to serve the German e-commerce segment make it possible to deliver a signifcant part of Amazon.de selection with next day or two day service. This baseline level of competition from Amazon is part of the highly competitive e-commerce segment environment in which the Group has successfully grown its GMV, profts and cash fows during the past several years. In this context, the Group sees Amazon's recent introduction of the dedicated Amazon.pl website, procuring of local merchants and securing of an additional delivery partner as a clear indicator that the competitive environment will intensify in the coming months and years.

It is not possible for the Group to accurately estimate the potential impact of intensifed competition from Amazon on its fnancial and operational performance. As with any other competitor, the level of investment in gaining customers and winning sales, together with its chosen marketing mix, will have an indirect impact on the Group's performance. Furthermore, Amazon's intentions as to its Prime service and the pricing thereof, are still not clear. Whilst the Take Rates published for Polish marketplace services are generally higherthan those charged by Allegro, Amazon may provide incentives that reduce this gap to the Group's pricing.

The Group believes that the development strategy that it has pursued overthe past several years has prepared it well to meet intensifed competition from Amazon. In preparing its budgets and expectations for fnancial performance of the Group for 2021 and beyond, the Group has used its judgement to make reasonable assumptions about the level of increased competition from Amazon and the resulting impact on its results and operations. However, the Group may be incorrect in its planning assumptions and the impact of intensifed competition from Amazon may have a materially more adverse efect on the Group's business, fnancial condition, and results of operations than currently assumed.

• System interruptions at any of the third party integrators whose business is to enable merchants to interface their e-stores with multiple e-commerce sales channels such as the Allegro.pl marketplace platform, can lead to serious disruption to the Group's transaction volumes or harm to the Group's reputation. Some of the merchants who list their ofers on the Group's marketplace platform chose to do so via an e-commerce integration service that enables them to interface their own e-store with one or more e-commerce sales channels simultaneously rather than connecting their e-store directly with each of their chosen e-commerce sales channels. Such merchants' ability to manage their ofers on the Group's marketplace, including adding new ofers, changing prices and processing orders and returns, depends critically on the continuity of service provided by their service provider. An

example of such interruption occurred in March 2021 when an accidental fre broke out in one of Europe's largest data centers and web hosting providers based in Strasbourg which was the main provider of such services to Allegro's largest third party service integrator. Most Allegro merchants afected by the outage recovered full functionality within 24 hours of the disruption onset while fullrecovery took up to seven days for some merchants. As a result, a number of Allegro orders were not dispatched on time, leading to increased interactions between buyers and Allegro customer services. The outage also led to a temporary decrease in the number of ofers listed. While this disruption did not have a material impact on the Group's fnancial performance, a repeat of a similar or larger scale outage could result in bigger losses or reputational damage. The Group has started to establish mid to long-term processes to mitigate dependencies and risks associated with third party e-commerce integrators in orderto further protect the business stability of the Group's marketplace platform.

• Works on legislative proposals described in the 2020 Annual Report and Q1 2021 Quarterly Report are in progress. The regulatory debate at the EU and national level focuses largely on online platforms and online marketplaces (Digital Services Act) and may result in additional obligations and costs (digital taxation). Moreover, EU legislators are refecting on regulating other business relevantissues, such as third countries subsidies', business to business and business to government data sharing, digital levy, platforms' work, sustainability of products and many others.

As of Q1 Quarterly Report a number of legislative proposals were published at the Polish and EU level. Once/if adopted, they will have an impact on the Group activities. This includes, but is not limited to:

• proposal for a EU regulation on general product safety, published on June 30 [1]. It aims to update the product safety legal framework by increasing consumer protection. It introduces new obligations for marketplaces, fulflment service providers and traders, including traders from third countries;
• review of EU Consumer Credit Directive [2], published on 30 June. Proposal introduces a number of additional reporting requirements, precontractual information obligations and interest rate caps. Sanctions up to 4% of the infringing creditor turnover in the Member States concerned shall be adopted by Member States. It will apply to all consumer credits regardless of the amount and length of the loan (minimum amounts were removed, as well as, the exemption for short credits);
• proposal for a revision of the EU Vertical Block Exemption Regulation (VBER) and vertical guidelines published on 9 of July [3]. Article 101 TFEU prohibits vertical agreements between companies that restrict competition. The VBER provides safe harbour for vertical agreements if they meet specifc requirements. These agreements are deemed to be pro-competitive and are exempted from Article 101 TFEU. Proposal of the new VBER revises these exceptions and specifcally refers to online intermediation services, stating that the exemption shall not apply where a provider of online intermediation services also competes with its clients;
• [1] Proposal for a regulation on general product safety, amending Regulation (EU) No 1025/2012 of the European Parliament and of the Council, and repealing Council Directive 87/357/EEC and Directive 2001/95/EC of the European Parliament and of the Council; Brussels, 30.6.2021 COM(2021) 346 fnal.
• [2] Proposal for a DIRECTIVE OF of the European Parliament and of the Council on consumer credits; Brussels, 30.6.2021 COM(2021) 347 fnal.
• [3] Draft of the Commission Regulation on the application of Article 101(3) of the Treaty on the Functioning of the European Union to categories of vertical agreements and concerted practices.
• draft bill on taxation of certain digital services which introduces an additional tax for companies reporting more than EUR 750 million of total revenues on the consolidated level and more than EUR 4 million of digital services revenues in Poland. This tax will amount to 7% and will be imposed on the following revenue streams obtained in Poland by the aforementioned companies – i.e. (i) running campaigns with the usage of profled advertisements, (ii) making it possible to use multilateral digital interfaces and (iii) handing over data collected on users during their activity on digital interfaces. The sale of goods or services through the intermediary of a digital interface belonging to the seller shall not be subject to this new tax. The bill is based on the MP's bill on the taxation of certain digital services that was submitted in 2020 by the Left and only now it was directed to the frst reading in the Parliament. It shall be noted that the works on digital taxation are conducted simultaneously on the OECD and EU levels and Poland also takes part in those works. Moreover, the Government consulted with the public in Q1 2021 a bill introducing the special advertising (both digital and traditional) levy and those works were suspended (i.e. no bill was formally directed to the Parliament);
• • package of tax bills within the New Deal Governmental initiative – this package was released for public consultation on
• [4] VAT package is composed of a number of EU acts listed below and Polish implementing acts. Council Directive (EU) 2017/2455 of 5 December 2017 amending Directive 2006/112/EC and Directive 2009/132/EC as regards certain value added tax obligations for supplies of services and distance sales; Council Regulation (EU) 2017/2454 of 5 December 2017 amending Regulation (EU) No 904/2010 on administrative cooperation and combating fraud in the feld of value added tax of goods Council Implementing Regulation (EU) 2017/2459 of 5 December 2017 amending Implementing Regulation (EU) No 282/2011 laying down implementing measures for Directive 2006/112/EC on the common system of value added tax; Council Directive (EU) 2019/1995 of 21 November 2019 amending Directive 2006/112/EC as regards provisions relating to distance sales of goods and certain domestic supplies of goods; Council Implementing Regulation (EU) 2019/2026 of 21 November 2019 amending Implementing Regulation (EU) No 282/2011 as regards supplies of goods or services facilitated by electronic interfaces and the special schemes for taxable persons supplying services to non-taxable persons, making distance sales of goods and certain domestic supplies of goods; Polish implementing act: Act of 20 May 2021 amending the Act on Value Added Tax and certain other acts.
• [5] Regulation 2019/1020 on market surveillance and compliance of products and amending Directive 2004/42/EC and Regulations (EC) No 765/2008 and (EU) No 305/2011.

26 July 2021 and comprises PIT, CIT, VAT and Tax Ordinance changes. In particular this package introduces a new WHT pay & refund mechanism which will be limited to intercompany passive charges over PLN 2 million. At the time of this Report the Company is still reviewing and evaluating the potential impact of the package on the Group operations.

• Moreover, a number of legal acts relevant for the Group entered into force. This includes but is not limited to:
  • so called EU VAT ecommerce package [4] which imposes additional tax obligations on marketplaces but should help eliminate tax avoidance in the ecommerce sector in the UE, in particular in the feld of deliveries of goods from non-EU countries (application date: 1.07.2021);
  • regulation 2019/1020 on market surveillance and compliance of products [5] and amending Directive 2004/42/EC and Regulations (EC) No 765/2008 and (EU) No 305/2011(application date: 16.07.2021). It establishes new rules regarding import of goods to the European Union, including new categories of undertakings (fulflment service provider) in the products supply chain and new obligations thereof. It specifcally addresses obligations related to products coming from outside of the EU.

6. Shareholders of Allegro.eu

Based on the most recent available information, to the best of Management's knowledge, as of the date of this Report, the Company's shares are held by the following entities.

Allegro Group management's shareholdings (included in Free Float) received at IPO as settlement of investments made in the Management Investment Plan are subject to a 360 day lockup period expiring on 7 October 2021.

Name	Number of shares	% of shares in the share capital	Number of votes at the General Meeting	% of votes at the General Meeting
Cidinan S.à r.l.	286 778 572	28.03%	286 778 572	28.03%
Permira VI Investment Platform Limited	286 778 572	28.03%	286 778 572	28.03%
Mepinan S.à r.l.	63 728 574	6.23%	63 728 574	6.23%
Other shareholders	385 970 096	37.72%	385 970 096	37.72%
Total:	1 023 255 814	100.00%	1 023 255 814	100.00%

• The Group is aware of certain pending legal disputes between individuals associated with Bola Investment Limited ("Bola") and a third party individual ("Claimant") relating to the ownership of a minority stake of shares in eBilet sp. z o.o. that was the former owner of eBilet Polska sp. z o.o. ("eBilet Polska"). eBilet Polska has been part of the Group since April 2019. eBilet sp. z o.o. is not, and has never been, part of the Group. Based on information available to the Group and based on the assessment of the Group's legal advisor as of the date of this Report, the Group has no reason to believe that the outcome of the pending disputes known to the Group would have a material impact on the Group.

The Group has become aware that the Claimant has fled against Bola and Allegro.pl a lawsuit with the Regional Court in Poznań demanding annulment of agreements concerning the purchase of shares in eBilet sp. z o.o. allegedly concluded between Bola and Allegro.pl. However, until now Allegro.pl has not been served by the Regional Court in Poznań with any documents, and to the best knowledge of the Group the Regional Court has not made any substantive decisions, with regard to this matter.

ALLEGRO.EU S.A. GROUP HALF-YEAR REPORT for the three and six month periods ended 30 June 2021

7. Related parties transactions

We are engaged in certain commercial and fnancial transactions with related parties. Please refer to Note 19 to the Condensed Consolidated Financial Statements of Allegro.eu Group for the six months ended 30 June 2021, and to Note 37 to the Consolidated Financial Statements of Allegro.eu Group for the year ended 31 December 2020, for further details.

Interim Condensed Consolidated Financial Statements

III.

FINANCIAL STATEMENTS

ALLEGRO.EU S.A. GROUP INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS for the three and six month periods ended 30 June 2021

Responsibility statement

Allegro.eu Société anonyme 1, rue Hildegard von Bingen, L – 1282 Luxembourg, Grand Duchy of Luxembourg R.C.S. Luxembourg: B214830 (the Company)

RESPONSIBILITY STATEMENT

The Board of Directors confrms that, to the best of its knowledge:

These H1 2021 Interim Condensed Consolidated Financial Statements which have been prepared in accordance with the Accounting Standard IAS 34 Interim Financial Reporting as adopted by the European Union, give a true and fair view of the assets, liabilities, fnancial position and proft or loss of the Company and the undertakings included in the consolidation taken as a whole, and that the interim Management report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.

Approved by the Board and signed on its behalf by:

Darren Huston

Director

François Nuyts

Director

Report on Review of Interim Condensed Consolidated Financial Statements

Cabinet de révision agréé. Expert-comptable (autorisation gouvernementale n°10028256)

R.C.S. Luxembourg B 65 477 - TVA LU25482518

Report on Review of Interim Condensed Consolidated Financial Statements To the Board of Directors of Allegro.eu S.A.

To the Board of Directors of Allegro.eu S.A. We have reviewed the accompanying interim condensed consolidated financial statements of

Board of Directors' responsibility for the interim condensed consolidated financial statements The Board of Directors is responsible for the preparation and presentation of these interim condensed consolidated financial statements in accordance with IAS 34, "Interim Financial Reporting" as adopted

The Board of Directors is responsible for the preparation and presentation of these interim condensed consolidated financial statements in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union, and for such internal control as the Board of Directors determines is necessary to enable the preparation of interim condensed consolidated financial statements that are free from material misstatement, whether due to fraud or error. by the European Union, and for such internal control as the Board of Directors determines is necessary to enable the preparation of interim condensed consolidated financial statements that are free from material misstatement, whether due to fraud or error. Responsibility of the "Réviseur d'entreprises agréé"

Responsibility of the "Réviseur d'entreprises agréé" Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review. We conducted our review in accordance with International Standard

Report on Review of Interim Condensed Consolidated Financial Statements

Allegro.eu S.A. (the "Company") and its subsidiaries (the "Group") as at 30 June 2021, which comprise

We have reviewed the accompanying interim condensed consolidated financial statements of Allegro.eu S.A. (the "Company") and its subsidiaries (the "Group") as at 30 June 2021, which comprise the interim condensed consolidated statement of comprehensive income, the interim condensed consolidated statement of financial position, the interim condensed consolidated statement of changes in equity and the interim condensed consolidated statement of cash flows for the six - month period then ended, and a summary of significant accounting policies and other explanatory information. the interim condensed consolidated statement of comprehensive income, the interim condensed consolidated statement of financial position, the interim condensed consolidated statement of changes in equity and the interim condensed consolidated statement of cash flows for the six - month period then ended, and a summary of significant accounting policies and other explanatory information. Board of Directors' responsibility for the interim condensed consolidated financial statements

A review of interim condensed consolidated financial statements in accordance with ISRE 2410 is a limited assurance engagement. The "Réviseur d'entreprises agréé" performs procedures, primarily consisting of making inquiries of management and others within the Company, as appropriate, and applying analytical procedures, and evaluates the evidence obtained. consisting of making inquiries of management and others within the Company, as appropriate, and applying analytical procedures, and evaluates the evidence obtained. The procedures performed in a review are substantially less than those performed in an audit conducted in accordance with International Standards on Auditing. Accordingly, we do not express an

The procedures performed in a review are substantially less than those performed in an audit conducted in accordance with International Standards on Auditing. Accordingly, we do not express an audit opinion on these interim condensed consolidated financial statements. audit opinion on these interim condensed consolidated financial statements.

Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review. We conducted our review in accordance with International Standard on Review Engagements (ISRE 2410 "Review of interim financial information performed by the independent auditor of the entity") as adopted for Luxembourg by the "Institut des Réviseurs d'Entreprises". This standard requires us to comply with relevant ethical requirements and conclude whether anything has come to our attention that causes us to believe that the interim condensed consolidated financial statements, taken as a whole, are not prepared in all material respects in accordance with the applicable financial reporting framework. on Review Engagements (ISRE 2410 "Review of interim financial information performed by the independent auditor of the entity") as adopted for Luxembourg by the "Institut des Réviseurs d'Entreprises". This standard requires us to comply with relevant ethical requirements and conclude whether anything has come to our attention that causes us to believe that the interim condensed consolidated financial statements, taken as a whole, are not prepared in all material respects in accordance with the applicable financial reporting framework. A review of interim condensed consolidated financial statements in accordance with ISRE 2410 is a limited assurance engagement. The "Réviseur d'entreprises agréé" performs procedures, primarily

PricewaterhouseCoopers, Société coopérative, 2 rue Gerhard Mercator, B.P. 1443, L-1014 Luxembourg T : +352 494848 1, F : +352 494848 2900, www.pwc.lu Cabinet de révision agréé. Expert-comptable (autorisation gouvernementale n°10028256) R.C.S. Luxembourg B 65 477 - TVA LU25482518

PricewaterhouseCoopers, Société coopérative, 2 rue Gerhard Mercator, B.P. 1443, L-1014 Luxembourg T : +352 494848 1, F : +352 494848 2900, www.pwc.lu

ALLEGRO.EU S.A. GROUP INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS for the three and six month periods ended 30 June 2021

2

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union.

PricewaterhouseCoopers, Société coopérative Luxembourg, 4 August 2021 Represented by

Véronique Lefebvre

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Interim Condensed Consolidated Statement of comprehensive income

	Note	6 months ended 30.06.2021	6 months ended 30.06.2020	3 months ended 30.06.2021	3 months ended 30.06.2020
Revenue	8	2,518,324	1,770,148	1,308,122	1,018,985
Operating expenses		(1,443,276)	(981,574)	(760,554)	(580,598)
Payment charges		(74,286)	(74,165)	(38,287)	(40,313)
Cost of goods sold		(120,984)	(82,331)	(63,166)	(49,474)
Net costs of delivery		(538,738)	(246,194)	(284,488)	(143,438)
Marketing service expenses		(274,569)	(273,279)	(152,198)	(180,175)
Staf costs net		(267,734)	(202,937)	(137,916)	(113,494)
Staf costs gross		(342,790)	(264,576)	(176,500)	(150,802)
Capitalisation of development costs		75,056	61,639	38,584	37,308
IT service expenses		(44,427)	(27,229)	(23,483)	(14,325)
Other expenses net		(93,458)	(49,688)	(48,219)	(27,339)
Other expenses gross		(122,352)	(63,144)	(64,935)	(34,626)
Capitalisation of development costs		28,894	13,456	16,716	7,287
Net impairment losses on fnancial and contract assets		(29,080)	(25,751)	(12,797)	(12,040)
Operating proft before amortisation and depreciation		1,075,048	788,574	547,568	438,387
Amortisation and Depreciation		(247,062)	(228,205)	(125,777)	(113,975)
Amortisation		(210,122)	(197,382)	(105,564)	(97,666)
Depreciation		(36,940)	(30,823)	(20,213)	(16,309)
Operating proft		827,986	560,369	421,791	324,412
Net Financial costs	9	(102,146)	(183,674)	(51,137)	(85,794)
Financial income		9,540	12,839	4,040	2,879
Financial costs		(111,686)	(196,513)	(55,177)	(88,673)

		6 months ended	6 months ended	3 months ended	3 months ended
	Note	30.06.2021	30.06.2020	30.06.2021	30.06.2020
Proft before Income tax		725,840	376,695	370,654	238,618
Income tax expenses	10	(160,324)	(87,041)	(74,785)	(53,578)
Net proft		565,516	289,654	295,869	185,040
Other comprehensive income/(loss) – Items that may be reclassifed to proft or loss		72,850	(65,688)	28,907	(9,599)
Gain/(Loss) on cash fow hedging		40,046	(100,381)	14,189	(21,871)
Cash fow hedge – Reclassifcation from OCI to proft or loss		32,804	11,465	14,718	7,952
Deferred tax relating to these items		—	22,379	—	3,471
Exchange diferences on translation of foreign operations		—	849	—	849
Total comprehensive income for the period		638,366	223,966	324,776	175,441
		6 months	6 months	3 months	3 months
	Note	ended 30.06.2021	ended 30.06.2020	ended 30.06.2021	ended 30.06.2020
Net proft/(Loss) for the period is attributable to:		565,516	289,654	295,869	185,040
Shareholders of the Parent Company		565,516	289,945	295,869	185,610
Non-controlling interests		—	(291)	—	(570)
	Note	6 months ended 30.06.2021	6 months ended 30.06.2020	3 months ended 30.06.2021	3 months ended 30.06.2020
Total comprehensive income/(Loss) for the period is attributable to:		638,366	223,966	324,776	175,441
Shareholders of the Parent Company		638,366	224,257	324,776	176,011
Non-controlling interests		—	(291)	—	(570)
	Note	6 months ended 30.06.2021	6 months ended 30.06.2020	3 months ended 30.06.2021	3 months ended 30.06.2020
Earnings per share for proft attributable to the ordinary equity holders of the company (in PLN)	11
Basic		0.55	(0.29)	0.29	(0.08)
Diluted		0.55	(0.29)	0.29	(0.08)

The above interim condensed consolidated statement of comperhensive income should be read in conjunction with the accompanying notes.

Interim Condensed Consolidated Statement of financial position

Non-current assets	Note	30.06.2021	31.12.2020
Goodwill		8,639,249	8,639,249
Other intangible assets		4,313,109	4,407,024
Property, plant and equipment	5	247,042	150,820
Other fnancial assets	5	38,168	—
Other receivables		13,018	—
Consumer Loans	13	14,080	4,728
Deferred tax assets	15	281	281
Investments		360	360
Total non-current assets		13,265,307	13,202,462
Current assets	Note	30.06.2021	31.12.2020
Inventory		36,814	24,619
Trade and other receivables	12	605,130	646,409
Prepayments	5	60,727	36,496
Consumer Loans	13	211,604	47,244
Other fnancial assets		4,297	4,788
Income tax receivables		1,408	802
Cash and cash equivalents	14	1,570,714	1,185,060
Total current assets		2,490,694	1,945,418

ASSETS

Equity	Note	30.06.2021	31.12.2020
Share capital		10,233	10,233
Capital reserve		7,073,667	7,073,667
Cash fow hedge reserve		(22,634)	(95,484)
Actuarial gain/(loss)		(938)	(938)
Other reserves	18	9,986	—
Retained earnings		1,102,118	682,958
Net result		565,516	419,160
Equity allocated to shareholders of the Parent		8,737,948	8,089,596
TOTAL EQUITY		8,737,948	8,089,596

Note	30.06.2021	31.12.2020
	5.445.240	5,437,223
5	131,774	45,359
5		97,298
15	598,594	579,078
5	6,555	5.370
	3.893	3.893
	6,186,056	6,168,221

Share capital 10,233 10,233 Capital reserve 7,073,667 7,073,667 Cash fow hedge reserve (22,634) (95,484) Actuarial gain/(loss) (938) (938) Other reserves 18 9,986 — Retained earnings 1,102,118 682,958 Net result 565,516 419,160 Equity allocated to shareholders of the Parent 8,737,948 8,089,596 TOTAL EQUITY 8,737,948 8,089,596

Current liabilities	Note	30.06.2021	31.12.2020
Borrowings		569	577
Lease liabilities	5	30,639	27,907
Other fnancial liabilities	5	51,276	—
Income tax liability	5	69,794	155,022
Trade and other liabilities	16	597,753	557,629
Liabilities to employees	5	81,966	148,928
Total current liabilities		831,997	890,063

Current liabilities	Note	30.06.2021	31.12.2020
Borrowings		569	577
Lease liabilities	5	30,639	27,907
Other fnancial liabilities	5	51,276	—
Income tax liability	5	69,794	155,022
Trade and other liabilities	16	597,753	557,629
Liabilities to employees	5	81,966	148,928
Total current liabilities		831,997	890,063
TOTAL EQUITY AND LIABILITIES		15,756,001	15,147,880

Non-current liabilities	Note	30.06.2021	31.12.2020
Borrowings		5,445,240	5,437,223
Lease liabilities	5	131,774	45,359
Other fnancial liabilities	5	—	97,298
Deferred tax liability	15	598,594	579,078
Liabilities to employees	5	6,555	5,370
Liabilities related to business combinations		3,893	3,893
Total non-current liabilities		6,186,056	6,168,221

EQUITY AND LIABILITIES

The above interim condensed consolidated statement of fnancial position should be read in conjunction with the accompanying notes.

Interim Condensed Consolidated Statement of changes in equity

Total	Non-controlling interests	Equity allocated to shareholders of the Parent

	Share Capital	Capital reserve	Exchange diferences on translating foreign operations	Cash fow hedge reserve	Actuarial gain/(loss)	Other reserves	Retained earnings	Net result	Equity allocated to shareholders of the Parent	Non-controlling interests	Total
As at 01.01.2020	434,246	5,141,141	568	(22,278)	—	(33,633)	758,784	391,392	6,670,220	13,422	6,683,642
Proft for the period	—	—	—	—	—	—	—	289,945	289,945	(291)	289,654
Other comprehensive income	—	—	849	(66,537)	—	—	—	—	(65,688)	—	(65,688)
Total comprehensive income for the period	—	—	849	(66,537)	—	—	—	289,945	224,257	(291)	223,966
Transfer of proft from previous years	—	—	—	—	—	—	391,392	(391,392)	—	—	—
Share based compensation	—	—	—	—	—	6,865	—	—	6,865	—	6,865
Non-recourse loans	(62)	(4,826)	—	—	—	—	—	—	(4,888)	—	(4,888)
Written put option liability valuation	—	—	—	—	—	14,345	—	—	14,345	—	14,345
Transactions with owners in their capacity as owners	(62)	(4,826)	—	—	—	21,210	391,392	(391,392)	16,322	—	16,322
As at 30.06.2020	434,184	5,136,315	1,417	(88,815)	—	(12,423)	1,150,176	289,945	6,910,799	13,131	6,923,930
As at 01.01.2021	10,233	7,073,667	—	(95,484)	(938)	—	682,958	419,160	8,089,596	—	8,089,596
Proft for the period	—	—	—	—	—	—	—	565,516	565,516	—	565,516
Other comprehensive income	—	—	—	72,850	—	—	—	—	72,850	—	72,850
Total comprehensive income for the period	—	—	—	72,850	—	—	—	565,516	638,366	—	638,366
Transfer of proft from previous years	—	—	—	—	—	—	419,160	(419,160)	—	—	—
Allegro Incentive Plan (see note 18)	—	—	—	—	—	9,986	—	—	9,986	—	9,986
Transactions with owners in their capacity as owners	—	—	—	—	—	9,986	419,160	(419,160)	9,986	—	9,986
As at 30.06.2021	10,233	7,073,667	—	(22,634)	(938)	9,986	1,102,118	565,516	8,737,948	—	8,737,948

The above interim condensed consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

Interim Condensed Consolidated Statement of cash flows

	Note	6 months ended 30.06.2021	6 months ended 30.06.2020
Proft before income tax		725,840	376,695
Amortisation and depreciation		247,062	228,205
Net interest expense	9	104,684	188,902
Non-cash employee benefts expense – share based payments		9,986	1,978
Revolving facility availability fee	9	1,830	1,646
Net (gain)/loss exchange diferences		(2,680)	3,400
Interest on leases	9	1,843	1,627
Valuation of fnancial instruments	9	(8,109)	(9,515)
Net (gain)/loss on sale of non-current assets		(153)	(265)
(Increase)/Decrease in trade and other receivables and prepayments		20,930	(110,788)
(Increase)/Decrease in inventories		(12,195)	4,980
Increase/(Decrease) in trade and other liabilities		31,849	26,822
(Increase)/Decrease in consumer loans		(173,712)	—
Increase/(Decrease) in liabilities to employees		(65,777)	16,276
Cash fows from operating activities		881,398	729,963
Income tax paid		(225,112)	(62,410)
Net cash infow/(outfow) from operating activities		656,286	667,553

Cash fows from investing activities

	Note	6 months ended 30.06.2021	6 months ended 30.06.2020
Cash fows from investing activities
Payments for property, plant & equipment and intangibles		(153,476)	(118,958)
Loans granted		—	(1,722)
Repayment of loans granted		—	852
Acquisition of subsidiary (net of cash acquired)		—	(4,425)
Other		186	(105)
Net cash infow/(outfow) from investing activities		(153,290)	(124,358)

Cash fows from fnancing activities

	Note	6 months ended 30.06.2021	6 months ended 30.06.2020
Cash fows from fnancing activities
Borrowings repaid		—	(172,483)
Interest paid		(67,094)	(172,149)
Interest rate hedging instrument settlements		(32,804)	(11,465)
Lease payments		(16,098)	(14,566)
Revolving facility availability fee payments		(1,346)	(1,646)
Net cash infow/(outfow) from fnancing activities		(117,342)	(372,309)

	Note	6 months ended 30.06.2021	6 months ended 30.06.2020
Net increase/(decrease) in cash and cash equivalents		385,654	170,886
Cash and cash equivalents at the beginning of the fnancial period		1,185,060	403,877
Cash and cash equivalents at the end of the fnancial period		1,570,714	574,763

NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Allegro.eu S.A. Group ('Group') consists of Allegro.eu Société anonyme ('Allegro.eu' or 'Parent') and its subsidiaries. Allegro.eu and the other members of the Group were established for an unspecifed period. The Parent was established as a limited liability company (société à résponsabilité limitée) in Luxembourg on 5 May 2017. The Parent was transformed into a joint-stock company (société anonyme) on 27 August 2020. The name was changed from Adinan Super Topco S.à r.l. to Allegro.eu on 27 August 2020.

The Group is registered in Luxembourg, and its registered ofce is located at 1, rue Hildegard von Bingen, Luxembourg. The Parent's shares have been listed on the Warsaw Stock Exchange ('WSE') since 12 October 2020.

The Group operates in Poland mostly through Allegro.pl Sp. z o.o. ('Allegro.pl'), Ceneo.pl Sp. z o.o. ('Ceneo.pl'), eBilet Polska Sp. z o.o. ('eBilet'), Allegro Pay Sp. z o.o. ('Allegro Pay') and OpenNet Sp. z o.o. ('Opennet').

1. General information

The Group's core activities comprise:

• online marketplace;
• advertising;
• online price comparison services;
• retail sale via mail order houses or via the Internet;
• online tickets distribution;
• web portal operations;
• consumer lending to marketplace buyers;
• software and solutions for delivery logistics;
• data processing, hosting and related activities;
• • other information technology and computer service activities;
• computer facilities management activities;
• software-related activities;
• computer consultancy activities.

These Interim Condensed Consolidated Financial Statements were prepared for the three and six month periods ended 30 June 2021, together with comparative amounts for the corresponding period of 2020.

These Interim Condensed Consolidated Financial Statements, excluding the information prepared for the three month period ended 30 June 2020, were subject to the auditor's review.

These Interim Condensed Consolidated Financial Statements for the three and six month periods ended 30 June 2021 have been prepared in accordance with Accounting Standard IAS 34 Interim Financial Reporting (as adopted by the European Union). The Interim Condensed Consolidated Financial Statements were prepared on the assumption that the Group would continue as a going concern for at least 12 months subsequent to 30 June 2021. In making this going concern assumption Management took into consideration the impact of the COVID-19 crisis on the Group's business. The operations have continued with minimal disruption since most staf continue home working mode since 12 March 2020. The Group has noted increased sales on its e-commerce marketplace whenever the Polish government has restricted ofine retail activity as part of its lock-down measures to reduce the spread of COVID-19. Furthermore, the demand for the Group's marketplace services has remained above the historical trend in periods when these lock-down measures have been removed.

These Interim Condensed Consolidated Financial Statements were prepared on the historical cost basis except for certain fnancial assets and liabilities (including derivative instruments) measured at fair value.

These Interim Condensed Consolidated Financial Statements do not include all the information and disclosures required in the annual fnancial statements, and thus should be read in conjunction with the Consolidated Financial Statements of Allegro.eu S.A. Group for the year ended 31 December 2020. The accounting policies adopted are consistent with these Interim Condensed Consolidated Financial Statements, except for the estimation of income tax prepared under IAS 34 (see note 10) and the adoption of new and amended standards efective after 1 January 2021 as set out in note 3.

There were no other changes in accounting policies in the period covered by the Interim Condensed Consolidated Financial Statements of Allegro.eu S.A. Group ended 30 June 2021 in comparison to the Consolidated Financial Statements of Allegro.eu S.A. Group for the year ended 31 December 2020.

2. Basis of preparation

NEW AND AMENDED STANDARDS AND INTERPRETATIONS ADOPTED BY THE GROUP

In these Interim Condensed Consolidated Financial Statements amendments to the following standards that came into efect as of 1 January 2021 were applied. The amendments do not have a signifcant impact on these fnancial statements.

3. Summary of changes in significant accounting policies

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 – issued on 27 August 2020 and efective for annual periods beginning on or after 1 January 2021. The Phase 2 amendments address issues that arise from the implementation of the reforms, including the replacement of one benchmark with an alternative one.

Amendments to IFRS 4 – issued on 25 June 2020 and efective for annual periods beginning 1 January 2021. The amendment extends the temporary exemption of applying IFRS 9 Financial Instruments until 1 January 2023, when IFRS 17 Insurance Contracts becomes efective.

The preparation of the Interim Condensed Consolidated Financial Statements in accordance with IAS 34 requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group's accounting policies. Estimates and judgements are being constantly verifed and are based on historical experience and otherfactors, including expectations of future events that are believed to be reasonable under the circumstances. No signifcant changes in accounting estimates and fnancialrisk management have been identifed.

CONTINGENT LIABILITIES

On 22 February 2021, the Group received a formal notifcation that the OCCP President ('Ofce of Competition and Consumer Protection') has commenced explanatory proceedings in order to establish if eBilet, the event ticket sales site in Poland, facilitating sales of a broad range of entertainment, cultural, family, and sports events, has infringed collective consumers' interests. In the same document the OCCP President included questions to eBiletrelated to its policy on ticket returns during the COVID-19 pandemic and, in particular its practice of proposing vouchers instead of cash refunds. In June 2021 eBilet received follow up questions from the OCCP regarding delays in cash refunds.

4.

Information on material accounting estimates

These explanatory proceedings are a preliminary step that does not necessarily lead to the initiation of formal proceedings against eBilet. If the OCCP President decides to pursue the matters covered by these explanatory proceedings, he must frst open formal proceedings against eBilet. If the OCCP President decides that eBilet's behaviour infringed collective consumers' interests, he would then issue an infringement decision, with or without a fne, and may also order the efects of the infringement to be remedied. If a fne were to be imposed, then in accordance with the Competition Act, it could be as high as 10% of eBilet's turnover in the fnancial year preceding the infringement decision, for each infringement. If during the course of the investigation eBilet ofers adequate commitments to rectify the alleged infringement and/orto remedy its efects, the case may end with a commitment arrangement with the OCCP President and with no fne imposed.

Management does not consider that the practices underinvestigation were abusive and intends to fully cooperate with OCCP's investigation. As no specifc infringements have been alleged, it is not possible to estimate the likelihood of successfully defending proceedings or to estimate the size of a likely fnancial penalty if such defence is unsuccessful.

OCCP PRESIDENT RULING

On 9 February 2016, the OCCP President issued decision No. DDK 1/2016, stating that Allegro.pl infringed collective consumer interests by failing to provide in its terms and conditions a detailed description of the rules applicable to the blocking of a buyer's account(s) when the seller applies for a refund of the commission due to the buyer's fault. This decision became fnal and binding as a result of ruling of the Court of Appeal issued 2 June 2021. The OCCP President, however, has not imposed any fne on Allegro.pl for this infringement.

The Group believes that the likelihood and the potential fnancial consequences that might arise due to that ruling are deemed to be remote.

The Group is considering to fll the cassation appeal to the Polish Supreme Court regarding that case.

There were no other signifcant changes in ongoing antitrust proceedings with the Ofce of Competition and Consumer Protection in comparison to the situation described in the Consolidated Financial Statements of Allegro.eu S.A. Group for the year ended 31 December 2020.

ESTIMATED IMPAIRMENT OF GOODWILL

The Group did not identify any circumstances, which might indicate that an impairment loss may have occurred and therefore no specifc goodwill impairment tests were performed on the carrying values of the Group's assets as at 30 June 2021.

The fnancial position and performance of the Group was particularly afected by the following events and transactions during the reporting period:

I. The Group adopted the Allegro Incentive Plan (the 'AIP') in late 2020. In April 2021, the frst awards underthe AIP were granted to Executive Directors, Key Managers and employees of the Group. The program rules and its impact on these Interim Condensed Consolidated Financial Statements are described in detail in note 18.

5. Significant changes in the current reporting period

		30.06.2021		31.12.2020
Name	Ultimate owner	Number of Shares	% of share capital	Number of Shares	% of share capital
Cidinan S.a r.l.	Cinven	286,778,572	28.0%	321,246,322	31.4%
Permira VI Investment Platform Limited	Permira	286,778,572	28.0%	321,246,322	31.4%
Mepinan S.à r.l.	Mid Europa Partners	63,728,574	6.3%	71,388,074	7.0%
Other Shareholders	n/a	385,970,096	37.7%	309,375,096	30.2%
Total		1,023,255,814		100% 1,023,255,814	100%

• III. Decrease in liabilities to employees results mainly from the annual bonus paid to employees forthe year ended 2020 in the amount of PLN 59,540 and the settlement of a long-term cash bonus scheme in the amount of PLN 23,567.
• IV. The movement in other fnancial assets and liabilities results from the settlement of the interest rate hedging instruments falling due in the frst half in the amount of PLN 32,804 and a net decrease in the value of the remaining instruments of PLN 51,386 as at the balance sheet date. At the same time the non-current portion of other fnancial liabilities decreased due to the reclassifcation of fxed interest rate swap contracts with the maturity date falling in the upcoming year that drove the increase of both: non-current assets as well as current-liabilities.
• V. The Group does not have any department dedicated to research and development, however, such activities are performed throughout the organization. Research and development expenditure that meet the capitalization criteria are deducted from expenses and recognized as intangible assets. The amount of development costs, capitalized during the six month periods ended 30 June 2021 and 30 June 2020 amounted to PLN 103,950 and PLN 75,094, respectively.
• VI. On 13 April 2021, upon the commencement of the lease of its new fulfllment center, the Group has recognized the right of use asset at PLN 47,718. The asset will be depreciated over a period of 10 years. On 30 April 2021, the Group recognized corresponding right-of-use assets and lease liabilities related to leased computer servers at PLN 14,311. Additionally, on 1 June 2021 the lease of new ofce space in Poznań was recognized at PLN 16,140. Right-of-use assets are amortized over the lease contract, servers over a period of 4 years and the ofce over 9 year period.
• VII. The signifcant increase in the prepayments balance is driven mostly by: advance payments for the development of the fulfllment center, deliveries and acquisition of parcel machines, which amounted to PLN 17,895 as of 30 June 2021. The increase also refects the higher value of prepaid software licenses and subscription expenses, 28,780 PLN as of 30 June 2021, due to signifcant number of new employees joining the organization.
• VIII. The increase in the consumer loans balance is driven by the signifcant growth of Allegro Pay consumer fnance lending operations that was launched in the second half of 2020. The detailed information regarding the gross carrying amount and expected credit loss of consumer loans classifed to each stage is presented in note 13.

II. On 16 March 2021 the shareholders of the Group, i.e. Cidinan S.À R.L, Permira VI Investment Platform Limited, and Mepinan S.À R.L sold 76,595,000 of the Company's ordinary shares representing 7.5% of votes at the General Meeting of the Parent Company. At the balance sheet date the immediate owners of the Parent's shares were:

As at 30 June 2021, the Allegro.eu Group comprised Allegro.eu S.A. ('Parent') as well as intermediate holding company Adinan Midco with theirregistered ofce in Luxembourg and companies conducting operating activities in the territory of Poland – Allegro.pl, Ceneo.pl, Trade Analytics Instytut Badań Ecommerce, eBilet Polska, Allegro Finance, Allegro Pay and OpenNet together with their non-operating subsidiary company Allegro Logistyka. Each of the Polish Operating Companies and their subsidiaries have their registered ofces located in Poland.

6. Group structure

Key information regarding the members of the Group, shares held by the Group as at 30 June 2021 and 30 June 2020 and the periods subject to consolidation is presented below.

PERIOD COVERED BY CONSOLIDATION 01.01.2021 – 30.06.2021

PERIOD COVERED BY CONSOLIDATION 01.01.2020 – 30.06.2020

Adinan Midco S.à r.l. Luxembourg, 100%
Allegro. pl Sp. z o.o. Poland, 100%
Allegro Logistyka Sp. z o.o. Poland, 100%
OpenNet Sp. z o.o. Poland, 100%
eBilet Polska Sp. z o.o. Poland, 100%
Allegro Finance Sp. z o.o. Poland, 100%
Trade Analytics Instytut Badań Ecommerce Sp. z o.o. in liquidation Poland, 100%
Allegro Pay Sp. z o.o. Poland, 100%

NOTES TO THE INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

7. Segment information

Allegro.eu Group has implemented an internal functional reporting system. For management purposes, the Group is organised into business units based on their products, and has two reportable operating segments as follows:

• Allegro activity – segment which operates as the B2C, C2C and B2B e-commerce platform Allegro.pl providing marketplace services via internet in Poland and Allegro Pay fnancial services, and
• Ceneo.pl activity – segment which is a price comparison platform in Poland allowing users to compare consumer products from various Polish e-stores.

Other segment consists mainly the results of eBilet and OpenNet (consolidated from October 2020) as well as costs of the holding companies.

The reportable operating segments are identifed at the Group level. The Parent, as a holding company is included in Other segment. Segment performance is assessed on the basis of revenue, operating proft before amortisation and depreciation ('EBITDA'), as defned in the note 7.2. The accounting policies adopted are uniform for all segments and consistent with those applied for the Group. Inter-segment transactions are eliminated upon consolidation.

Interest income and fnance cost are not allocated to segments, as this type of activity is driven by the central treasury function, which manages the cash position of the Group. Both operating segments have a dispersed customer base – no single customer generates more than 10% of segment revenue. The Group's operations are conducted in one geographical area, on the territory of the Republic of Poland.

7.1 DESCRIPTION OF SEGMENTS AND PRINCIPAL ACTIVITIES

6 months ended 30.06.2021	TOTAL	Allegro	Ceneo	Other	Eliminations
External revenue	2,518,324	2,394,473	115,276	8,575	—
Inter-segment revenue	—	19,800	32,247	1,032	(53,079)
Revenue	2,518,324	2,414,273	147,523	9,607	(53,079)
Operating expenses	(1,443,276)	(1,371,206)	(84,668)	(40,481)	53,079
EBITDA	1,075,048	1,043,067	62,855	(30,874)	—
Amortisation and Depreciation	(247,062)
Net fnancial costs	(102,146)
Proft before income tax	725,840
Tax expense	(160,324)
Net proft	565,516

6 months ended

30.06.2020	TOTAL	Allegro	Ceneo	Other	Eliminations
External revenue	1,770,148	1,656,351	107,696	6,101	—
Inter-segment revenue	—	3,209	15,819	735	(19,763)
Revenue	1,770,148	1,659,560	123,515	6,836	(19,763)
Operating expenses	(981,574)	(920,164)	(62,770)	(18,403)	19,763
EBITDA	788,574	739,396	60,745	(11,567)	—
Amortisation and Depreciation	(228,205)

Net fnancial costs (183,674) Proft before income tax 376,695 Tax expense (87,041) Net proft 289,654

3 months ended 30.06.2021	TOTAL	Allegro	Ceneo	Other	Eliminations
External revenue	1,308,122	1,250,354	54,074	3,694	—
Inter-segment revenue	—	10,065	15,845	846	(26,756)
Revenue	1,308,122	1,260,419	69,919	4,540	(26,756)
Operating expenses	(760,554)	(729,851)	(40,602)	(16,857)	26,756
EBITDA	547,568	530,568	29,317	(12,317)	—
Amortisation and Depreciation	(125,777)
Net fnancial result	(51,137)
Proft before income tax	370,654
Tax expense	(74,785)
Net proft	295,869

3 months ended
30.06.2020	TOTAL	Allegro	Ceneo	Other	Eliminations
External revenue	1,018,985	963,974	54,886	125	—
Inter-segment revenue	—	1,465	7,624	125	(9,214)
Revenue	1,018,985	965,439	62,510	250	(9,214)
Operating expenses	(580,598)	(550,301)	(31,046)	(8,465)	9,214
EBITDA	438,387	415,138	31,464	(8,215)	—
Amortisation and Depreciation	(113,975)
Net fnancial result	(85,794)
Proft/(Loss) before income tax	238,618
Tax expense	(53,578)
Net proft/(loss)	185,040

The Board of Directors does not analyse the operating segments in relation to their asset values and liabilities values. The Group's operating segments are presented consistently with the internal reporting submitted to the Parent Company's Board of Directors, which is the main body responsible for making strategic decisions. The operating decisions are taken on the level of the operating entities.

EBITDA, which is a measure of the operating segments' proft, is defned as the net proft increased by the income tax charge, net fnancial costs (i.e. the fnance income and fnance costs) and the depreciation/amortization.

In the opinion of the Management of the Group, Adjusted EBITDA is the most relevant measure of proft of the Group. Adjusted EBITDA excludes the efects of signifcant items of income and expenditure that may have an impact on the quality of earnings. The Group defnes Adjusted EBITDA as EBITDA excluding monitoring costs, regulatory proceeding costs, Group restructuring costs, donations to various public beneft organizations, certain employee incentives and bonuses, as well as transaction costs, because these expenses are mostly of non-recurring nature and are not directly related to core operations of the Group.

Adjusted EBITDA also excludes costs of recognition of incentive programs (Allegro Incentive Plan and Management Investment Plan). Adjusted EBITDA is verifed and analyzed only at the Group level.

EBITDA and Adjusted EBITDA are not IFRS measures and should not be considered as an alternative to IFRS measures of proft/(loss) for the period, as an indicator of operating performance, as a measure of cash fow from operations under IFRS, or as an indicator of liquidity. EBITDA and Adjusted EBITDA are not a uniform or standardized measure and the calculation of EBITDA and Adjusted EBITDA, accordingly, may vary signifcantly from company to company.

	6 months ended 30.06.2021	6 months ended 30.06.2020	3 months ended 30.06.2021	3 months ended 30.06.2020
EBITDA	1,075,048	788,574	547,568	438,387
Monitoring costs [1]	—	1,741	—	955
Regulatory proceeding costs [2]	545	1,958	192	827
Group restructuring and development costs [3]	8,325	2,702	6,335	2,702
Donations to various public beneft organizations [4]	2,315	3,650	(148)	3,650
Bonus for employees and funds spent on protective equipment against COVID-19 [5]	595	2,523	333	2,474
Allegro Incentive Plan [6]	8,737	—	5,655	—
Management Investment Plan [7]	—	6,866	—	3,433
Adjusted EBITDA	1,095,565	808,014	559,935	452,428

• [1] Represents expenses incurred in relation to performance of advisory services by the shareholders of the Group, including travel expenses and expenses for services provided for projects outside the scope of supervisory responsibilities. These services and related expenses ceased since the Company's IPO.
• [2] Represents legal costs mainly related to regulatory proceedings, legal and expert fees and settlement costs.
• [3] Represents legal, fnancial due diligence and transactional expenses with respect to not concluded acquisitions of target companies along with related legal expenses.
• [4] Represents donations made by the Group to support health service and charitable organisations and NGOs during the COVID-19 pandemic.
• [5] Represents expenses incurred by the Group to buy employees' protective equipment against COVID-19 and to pay employees' bonuses for the purchase of equipment necessary to enable them to work remotely during the COVID-19 pandemic.
• [6] Represents the costs of the Allegro Incentive Plan, under which awards in the form of Performance Share Units ("PSU") and Restricted Stock Units ("RSU") are granted to Executive Directors, Key Managers and other employees. Costs recognized in the 6 months period ended 30 June 2021 represent the accrued cost of share based compensation in relation to the PSU and RSU Plans.
• [7] Cost of share based compensation related to the Management Investment Plan ("MIP") in which management participated indirectly through investing in shares in the Adiman SCSP Trust and directly via type C and D shares issued by Allegro.eu. The MIP ceased to exist at its full settlement at the moment of the Company's IPO.

7.2 ADJUSTED EBITDA (NON-GAAP MEASURE)

8.

Revenues from contracts with customers

DISAGGREGATION OF REVENUE FROM CONTRACTS WITH CUSTOMERS

6 months ended 30.06.2021	Allegro	Ceneo	Other	Eliminations	Total
Marketplace revenue	2,075,224	—	3,161	—	2,078,385
Advertising revenue	190,299	26,381	—	(1,905)	214,775
Price comparison revenue	—	119,256	—	(28,696)	90,560
Retail revenue	123,642	—	—	—	123,642
Other revenue	25,108	1,886	6,446	(22,478)	10,962
Revenue	2,414,273	147,523	9,607	(53,079)	2,518,324

6 months ended 30.06.2020	Allegro	Ceneo	Other	Eliminations	Total
Marketplace revenue	1,440,791	—	6,101	(330)	1,446,562
Advertising revenue	122,859	19,771	—	(1,372)	141,258
Price comparison revenue	—	101,971	—	(12,594)	89,377
Retail revenue	82,623	—	—	—	82,623
Other revenue	13,287	1,773	735	(5,467)	10,328
Revenue	1,659,560	123,515	6,836	(19,763)	1,770,148

3 months ended 30.06.2021	Allegro	Ceneo	Other	Eliminations	Total
Marketplace revenue	1,081,845	—	2,261	—	1,084,106
Advertising revenue	99,722	14,663	—	(1,070)	113,315
Price comparison revenue	—	54,477	—	(14,114)	40,363
Retail revenue	64,578	—	—	—	64,578
Other revenue	14,273	779	2,280	(11,573)	5,759
Revenue	1,260,418	69,919	4,541	(26,756)	1,308,122

3 months ended 30.06.2020	Allegro	Ceneo	Other	Eliminations	Total
Marketplace revenue	838,000	—	(113)	—	837,887
Advertising revenue	71,469	10,471	—	(739)	81,201
Price comparison revenue	0	51,258	—	(5,951)	45,307
Retail revenue	49,928	—	—	—	49,928
Other revenue	6,042	782	362	(2,524)	4,662
Revenue	965,439	62,511	249	(9,214)	1,018,985

The Group derives revenue from the transfer of goods and services over time and at a point in time in the following major operating segments.

6 months ended 30.06.2021	Allegro	Ceneo	Other	Eliminations	Total
Timing of revenue recognition:
At a point in time	1,590,908	119,793	9,607	(49,824)	1,670,484
Over time	823,365	27,730	—	(3,255)	847,840
Revenue	2,414,273	147,523	9,607	(53,079)	2,518,324

6 months ended 30.06.2020	Allegro	Ceneo	Other	Eliminations	Total
Timing of revenue recognition:
At a point in time	1,084,743	102,532	6,836	(16,969)	1,177,142
Over time	574,817	20,983	—	(2,794)	593,006
Revenue	1,659,560	123,515	6,836	(19,763)	1,770,148

3 months ended 30.06.2021	Allegro	Ceneo	Other	Eliminations	Total
Timing of revenue recognition:
At a point in time	826,959	54,623	4,541	(25,069)	861,054
Over time	433,459	15,296	—	(1,687)	447,068
Revenue	1,260,418	69,919	4,541	(26,756)	1,308,122

3 months ended 30.06.2020	Allegro	Ceneo	Other	Eliminations	Total
Timing of revenue recognition:
At a point in time	648,026	51,298	249	(7,760)	691,813
Over time	317,413	11,213	—	(1,454)	327,172
Revenue	965,439	62,511	249	(9,214)	1,018,985

9. Financial income and financial costs

6 months ended 30.06.2020	3 months ended 30.06.2021	3 months ended 30.06.2020

	6 months ended 30.06.2021	6 months ended 30.06.2020	3 months ended 30.06.2021	3 months ended 30.06.2020
Valuation of fnancial instruments	8,109	9,515	2,519	—
Interest from deposits	427	2,149	217	859
Other fnancial income	141	1,175	73	322
Net exchange gains on foreign currency transactions	863	—	1,231	1,698
Financial income	9,540	12,839	4,040	2,879

3 months ended 31.03.2021	3 months ended 31.03.2020	3 months ended 30.06.2021	3 months ended 30.06.2020
(75,571)	(177,870)	(36,875)	(80,018)
(29,572)	(11,477)	(14,718)	(7,952)
(1,843)	(1,627)	(1,153)	(779)
(1,830)	(1,646)	(920)	(816)
—	(3,434)	—	—
(2,870)	(459)	(1,511)	892
(111,686)	(196,513)	(55,177)	(88,673)
(102,146)	(183,674)	(51,137)	(85,794)

The decrease in interest expenses is driven by lower costs of the Group's indebtedness resulting from the refnancing transaction completed on 14 October 2020.

The savings were partially ofset by higher costs to settle fxed interest rate swap contracts, refecting the rapid decrease of WIBOR (Warsaw Interbank Ofer Rate) reference rates following the outbreak of the COVID-19 pandemic in 2020.

10. Income tax expense

Income tax expense is recognised based on management's estimate of the weighted average efective annual income tax rate expected forthe full fnancial year. The estimated average annual tax rate used for the period ended 30 June 2021 is 22.1%, compared to 23.1% for the six months ended 30 June 2020.

The majority of the Group's taxable income is generated in Poland and is subject to taxation according to the Corporate Income Tax Act (referred to as 'CIT'). The CIT rate in Poland is 19%. Luxembourg companies are subject to taxation at a 24.94% rate.

The management reviews from time to time the approach adopted in preparing tax returns where the applicable tax regulations are subject to interpretation. In justifed cases, a provision is established for the expected tax payable to tax authorities.

As of the period ended 30 June 2021 and 30 June 2020 the income tax expense was as follows:

	6 months ended 30.06.2021	6 months ended 30.06.2020	3 months ended 30.06.2021	3 months ended 30.06.2020
Current income tax on profts	(140,808)	(102,587)	(70,200)	(69,761)
(Increase)/Decrease in net deferred tax liability	(19,516)	15,546	(4,585)	16,183
Income tax expense	(160,324)	(87,041)	(74,785)	(53,578)

On 16 December 2020, the Group received formal notifcations of tax audits of two of the Group's entities, initiated by the Małopolski Customs and Tax Ofce in Cracow, with respect to taxation of income declared in the period from 28 July 2016 to 31 December 2017 and for 2018. The tax audits continued throughout the frst half of 2021 and are continuing as of the date of these fnancial statements.

11. Earnings per share

	6 months ended 30.06.2021	6 months ended 30.06.2020
Net proft attributable to equity holders of the Parent Company	565,516,309	289,944,669
Preference annual interest	—	(494,341,921)
Proft/ (Loss) for ordinary shareholders	565,516,309	(204,397,252)
Average number of ordinary shares	1,023,845,770	711,253,184
Proft/ (Loss) per ordinary share (basic)	0.55	(0.29)
Efect of diluting the number of ordinary shares	100,021	—
Number of ordinary shares shown for the purpose of calculating diluted earnings per share	1,023,945,791	—
Proft/ (Loss) per ordinary share (diluted)	0.55	(0.29)

	3 months ended 30.06.2021	3 months ended 30.06.2020
Net proft attributable to equity holders of the Parent Company	295,868,517	185,610,417
Preference annual interest	—	(244,268,689)
Proft/ (Loss) for ordinary shareholders	295,868,517	(58,658,272)
Average number of ordinary shares	1,023,845,770	711,253,184
Proft/ (Loss) per ordinary share (basic)	0.29	(0.08)
Efect of diluting the number of ordinary shares	100,021	—
Number of ordinary shares shown for the purpose of calculating diluted earnings per share	1,023,945,791	—
Proft/ (Loss) per ordinary share (diluted)	0.29	(0.08)

The amounts in this note are provided in PLN and not in thousand PLN.

Basic and Diluted Earnings per share for the three and six month periods ended 30 June 2021 and 30 June 2020 were:

The auditing tax ofce has not informed the Group of any fndings as of the date of these fnancial statements. The deadline for completing the auditing activities is set for 31 August 2021 but it may be prolonged by the tax ofce.

91

Basic earnings per share are calculated by dividing the net proft for the period attributable to ordinary equity holders of the Parent Company, decreased by any preferential cumulative dividend interest, by the weighted average number of ordinary shares.

In connection with the Group's IPO, which took place in October 2020, the Group's share capital was restructured to replace all classes of share capital, including cumulative preference shares, with a class of new ordinary shares ("the IPO Conversion").

Cumulative preference shares accrued interest at a compound annual rate of 12% and this accrued interest was settled at the IPO Conversion with an allocation of new ordinary shares as the equity was restructured on the basis of an IPO market capitalisation of 43 billion PLN, implied by the Company setting the IPO price of its 1 billion new ordinary shares at 43 zloty per share. Preference annual interest therefore ceased to accrue from the date of the IPO Conversion on 29 September 2020.

The Company issued a further 23,255,814 ordinary shares at IPO to raise an additional PLN 1 billion of equity in a primary capital raising.

In addition, the average number of ordinary shares forthe six months ended 30 June 2021 also includes 589,956 fully vested but not delivered shares, granted to employees at the moment of the Group's IPO. Those shares will be released to the recipient employees following the expiration of a one year lock up period on the anniversary of the IPO date.

In the prior year period and until the IPO Conversion, ordinary shares forthe purposes of calculating earnings per share comprised A1 and A2 shares. Between 2017 and the IPO, B and C shares were granted to the Group's Key Management and other managers with a determined vesting period, and were excluded from the earnings per share calculation. The Management participated indirectly through various classes of shares of Adiman SCSp and directly via type C and D shares issued by Allegro.eu.

B and C series shares were assessed for any potential dilutive efect on the EPS calculation. The Group concluded that they were not dilutive.

The dilutive item presented in the table above refers to the RSU program described in note number 18. This variant of the AIP program has a dilutive impact on the EPS calculation as it results in the issue of ordinary shares for less than the average market price of ordinary shares during the period.

The PSU program described in note number 18 has a contingent dilutive efect on the EPS calculation for the six months ended 30 June 2021, however it was not concluded to be dilutive, as the performance conditions have not yet been met.

NOTES TO THE INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

12. Trade and other receivables

The value of the Group's trade and other receivables was as follows:

	30.06.2021	31.12.2020
Trade receivables, gross	645,409	658,197
Impairment of trade receivables	(73,658)	(60,114)
Trade receivables, net	571,751	598,083
Other receivables	20,551	42,249
VAT receivables	12,828	6,077
Total	605,130	646,409

The Group's receivables comprise amounts due from companies and individuals and their concentration level is low. The Group does not have signifcant trade receivables in foreign currencies.

Due to the short-term nature of current receivables, their fair value is considered to be the same as their carrying amount.

13. Consumer loans

As at 31.12.2020	Stage 1	Stage 2	Stage 3	TOTAL
Consumer loans, gross	53,073	28	1	53,102
Expected credit losses	(1,126)	(3)	(1)	(1,130)
Consumer loans as at 31.12.2020	51,947	25	—	51,972

Consumer loans represent loans granted to buyers on the Allegro.pl platform. Loans are granted for 30 days without interest and instalment loans for between 5 and 20 months with an interest rate 7.20%. Furthermore, SMART! users may take 3-month zero interest instalment loans.

All loans are granted on the territory of Poland in Polish zloty (PLN).

The table below shows the gross carrying amount (equal to maximum exposure to credit risk) and expected credit losses in each stage as at 30 June 2021 and 31 December 2020.

As at 30.06.2021	Stage 1	Stage 2	Stage 3	TOTAL
Opening balance	53,073	28	1	53,102
New consumer loans originated	525,952	—	—	525,952
Transfer to stage 1	145	(143)	(2)	—
Transfer to stage 2	(2,001)	2,007	(6)	—
Transfer to stage 3	(6)	(503)	509	—
Consumer loans derecognized (repaid)	(347,508)	(352)	(27)	(347,887)
Consumer loans, gross	229,655	1,037	475	231,167
Opening balance	(1,126)	(3)	(1)	(1,130)
New consumer loans originated	(8,522)	—	—	(8,522)
Changes due to changes in credit risk	39	(143)	(501)	(605)
Consumer loans derecognized (repaid)	4,712	35	27	4,774
Expected credit losses	(4,897)	(111)	(475)	(5,483)
Consumer loans as at 30.06.2021	224,758	926	—	225,684

As at 30.06.2021	Stage 1	Stage 2	Stage 3	TOTAL
Consumer loans, gross	229,655	1,037	475	231,167
Expected credit losses	(4,897)	(111)	(475)	(5,483)
Consumer loans as at 30.06.2021	224,758	926	—	225,684

Due to the short-term nature of consumer loans, their fair value is considered to be the same as their carrying amount.

14. Cash and cash equivalents

At the balance sheet date cash and cash equivalents comprised:

Cash at bank	635,994	643,238
Bank deposits	854,390	502,535
Cash equivalents	80,330	39,287
Total	1,570,714	1,185,060

	30.06.2021	31.12.2020
Cash at bank	635,994	643,238
Bank deposits	854,390	502,535
Cash equivalents	80,330	39,287
Total	1,570,714	1,185,060

Cash equivalents comprise payments in transit made by the Group's customers via electronic payment channels.

As at 30 June 2021 and 31 December 2020 the Group had no restricted cash.

15. Deferred tax

	30.06.2021	31.12.2020
Accrued expenses	50,589	54,959
Liabilities to employees	19,841	32,469
Impairment of trade receivables	11,379	9,285
Other items	14,182	13,220
Total deferred tax assets	95,991	109,933
Deferred tax assets pursuant to set-of rules	(95,710)	(109,652)
Net deferred tax assets	281	281

	Accrued expenses	Liabilities to employees	Other	Ofsetting	Total
As at 31.12.2020	54,959	32,469	22,505	(109,652)	281
(Charged)/credited to proft or loss	(4,370)	(12,628)	3,056	13,942	—
(Charged)/credited to OCI	—	—	—	—	—
As at 30.06.2021	50,589	19,841	25,561	(95,710)	281

15.1 DEFERRED TAX ASSETS

The deferred tax assets at the balance sheet date comprised temporary diferences attributable to:

	30.06.2021	31.12.2020
Intangible assets	656,645	665,658
Loan valuation	15,282	6,080
Property, plant and equipment	6,667	5,237
Other items	15,710	11,755
Total deferred tax liabilities	694,304	688,730
Deferred tax liabilities pursuant to set-of rules	(95,710)	(109,652)
Net deferred tax liabilities	598,594	579,078

	Recognition of intangible assets	Other	Ofsetting	Total
As at 31.12.2020	665,658	23,072	(109,652)	579,078
Charged/(credited) to proft or loss	(9,013)	14,587	13,942	19,516
As at 30.06.2021	656,645	37,659	(95,710)	598,594

15.2 DEFERRED TAX LIABILITIES

The deferred tax liabilities at the balance sheet date comprised temporary diferences attributable to:

	30.06.2021	31.12.2020
Trade liabilities	364,762	342,861
Contract and refund liabilities	120,793	115,399
VAT liabilities	64,839	73,448
Social insurance and other tax liabilities	27,898	13,695
Other liabilities	19,461	12,226
Total	597,753	557,629

16. Trade and other liabilities

Trade and Other Liabilities at the balance sheet date comprised:

Trade liabilities are usually paid within 30 days from recognition. The fair value of trade and other liabilities are considered to be the same as their carrying amount due to their short-term nature.

17. Financial assets and financial liabilities

CLASSIFICATION AND MEASUREMENT

In accordance with IFRS 9 the Group classifes fnancial assets and fnancial liabilities as: measured at fair value and measured at amortized cost. The classifcation is made at the moment of initial recognition and depends on business model for managing fnancial assets adopted by the Group and the characteristics of contractual cash fows from these instruments.

Financial assets at amortised cost
Consumer loans
Trade receivables and other receivables*
Cash and cash equivalents
Investments
Other financial assets
Hedging derivatives
Derivative financial instruments (cash flow hedge)

In 2020 and 2021 all fnancial assets and liabilities except for derivative instruments, were initially recognized at fair value including transaction costs and after the initial recognition at amortised cost. The Group applies hedge accounting, and derivatives are classifed as cash fow hedges.

The Group holds the following fnancial instruments:

	Note	30.06.2021	31.12.2020
Financial assets at amortised cost		2,393,357	1,882,513
Consumer loans	13	225,684	51,972
Trade receivables and other receivables*	12	592,302	640,333
Cash and cash equivalents	14	1,570,714	1,185,060
Investments		360	360
Other fnancial assets		4,297	4,788
Hedging derivatives		38,168	—
Derivative fnancial instruments (cash fow hedge)	5	38,168	—

* excluding tax-related settlements

	Note	30.06.2021	31.12.2020
Liabilities at amortised cost		6,045,982	5,920,493
Trade and other liabilities*	16	433,867	405,534
Borrowings		5,445,809	5,437,800
Lease liabilities (outside IFRS9 scope)	5	162,413	73,266
Liabilities related to business combination		3,893	3,893
Hedging derivatives		51,276	97,298
Derivative fnancial instruments (cash fow hedge)	5	51,276	97,298

* excluding deferred income and tax-related settlements

The amortised cost of a fnancial asset or fnancial liability is defned as the amount at which the fnancial liability is measured at initial recognition minus the principal repayments, plus or minus the cumulative amortisation using the efective interest method of any diference between that initial amount and the maturity amount and, for fnancial assets, adjusted for any loss allowance.

"The fair value of assets and liabilities is considered to be the same as their carrying amount due to their short-term nature or the fact that interest rates payable in relation to certain liabilities are close to the current market rates.

The Group derecognises a fnancial asset when the contractual rights to the cash fows from the fnancial asset expire, or when it transfers the fnancial asset and the transfer qualifes for derecognition. Financial asset transfer occurs when rights to cash fows are transferred or rights to cash fows are retained but the entity enters into so-called "pass-through arrangement" which meets the criteria as set out in IFRS 9. Therefore, derecognition is not limited to the cases of transfer of rights to cash fows, but to the broader term of "fnancial asset transfer".

The Group transfers a fnancial asset if it transfers the contractualrights to receive the cash fows of the fnancial asset, or if it retains the contractual rights to receive the cash fows of the fnancial asset, but assumes a contractual obligation to pay the cash fows to one or more recipients.

The Group derecognizes a fnancial liability when its contractual obligations are discharged or cancelled, or expire. The Group also derecognizes a fnancial liability when its terms are modifed and the cash fow of modifed liability are substantially diferent, in which case a new fnancial liability based on the modifed terms is recognized at fair value.

Derivative fnancial instruments designated as hedging instruments are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at their current fair value. Derivatives are only used for economic hedging purposes and not as speculative investments. However, where derivatives do not meet the hedge accounting criteria, they are classifed as 'held for trading' for accounting purposes and are accounted for at fair value through proft or loss.

Efectiveness of cash fow hedge was tested and is 100%. Therefore, all changes were recognized in Other Comprehensive Income.

18. Other reserves

The Group has adopted the Allegro Incentive Plan (the 'AIP') in 2020. The AIP is a discretionary plan under which awards in the form of performance share units ('PSUs') and restricted stock units ('RSUs') may be granted to employees of the Group at the discretion of the Remuneration and Nomination Committee.

On 18 December 2020 Group Key Management (Board of Directors and Senior Key Managers) was informed about the detailed principles of the PSU program ('Performance Shares Units'). Under IFRS, this date is considered as a service commencement date, as from this date the Group Key Management may reasonably expect to beneft from the future award. The formal grant date occurred on 2 April 2021.

On 2 April 2021 ("Grant Date") the Remuneration Committee of the Board of Directors of Allegro.eu granted 320,870 units awarded under the Performance Share Unit (PSU) plan with an estimated total value at the grant date of PLN 18,474 and 717,027 shares awarded under Restricted Stock Unit (RSU) plan with an estimated total value at the grant date of PLN 34,870.

These awards have been granted to Executive Directors, Key Managers and other employees. The fair value per share to be used in recognizing the costs of share based compensation is PLN 56.06, being the closing price of Allegro.eu shares listed on Warsaw Stock Exchange on the Grant Date. The total estimated value of the program, at the grant date, was PLN 53,344.

The Group performs the periodic revaluation of the total cost of the AIP program to account for any changes in the assumptions made in the initial estimation. Those adjustment are mostly driven by fuctuation of the number of units granted underthe AIP program, due to changes in employment. As of 30 June 2021 the total number of units awarded and still outstanding under the PSU plan was 300,521 and 701,664 under the RSU plan.

AWARDS MADE UNDER THE ALLEGRO INCENTIVE PLAN ("AIP")

PERFORMANCE SHARE UNITS

Total share based compensation to be recognized in the future periods prior to vesting, based on the outstanding 300,521 PSUs has been estimated at PLN 12,703 as of 30 June 2021. This estimate is based on the fair value of the Group's shares at closing on the Grant Date of PLN 56.06 per share, an estimate of attrition rates and current estimates of probable achievement against agreed performance conditions that can result in between 0 and 2 ordinary shares being issued at vesting for each PSU granted.

Recognition of the estimated cost of the program refects the PSU Plan's notional vesting profle of 25%, 25%, and 50% respectively on the frst, second, and third anniversaries of the Grant Date. If a holder of the PSU units leaves before the end of the 36 month vesting period, they shall receive units earned in proportion to the vesting conditions and service period performed on the third anniversary of the Grant Date and each unit is limited to a maximum of one share per unit orless if performance conditions have not been fully achieved.

In the frst half of 2021, PLN 5,172 of costs was recognized in relation to PSU Plan. Group Key Management was informed of the key terms of the PSU Plan on 18 December 2020, thereby setting the Service Commencement Date for purposes of share based compensation cost recognition under IFRS2 at a date earlier than the Grant Date as these managers were substantively aware of the value of benefts they might receive in future awards.

RESTRICTED STOCK UNITS

Total share based compensation to be recognized in the future periods prior to vesting, based on the outstanding 701,664 RSUs has been estimated at PLN 29,702 as of 30 June 2021. This estimate is based on the fair value of the Group's shares at closing on the Grant Date of PLN 56.06 per share, with one RSU unit being equivalent to one ordinary share, and an estimate of attrition rates.

Recognition of the estimated cost of the program refects the RSU Plan's vesting profle of 25%, 25%, and 50% respectively on the frst, second, and third anniversaries of the Grant Date.

Restricted Stock Units are not subject to performance conditions related to target achievement. If a holder of RSU leaves before the end of the vesting period, all shares due to vest at future vesting dates shall lapse.

In the frst half of 2021, PLN 4,814 was recognized under the RSU Plan. Employees entitled to receive the share-based compensation under RSU plan, were informed of the key terms of the RSU Plan on 2 April 2020, hence the Service Commencement Date is the same as actual grant date.

19. Related party transactions

Transactions with related parties referred to settlements of consulting and management services and loans granted. All transactions were entered into on an arm's length basis. Transactions with BlackPines Capital Partners relate to consultancy services provided by a Key Group Manager.

The following transactions were concluded with related entities.

	6 months ended 30.06.2021					3 months ended 30.06.2021				As at 30.06.2021
Related party	Revenues	Expenses	Financial income	Financial costs	Revenues	Expenses	Financial income	Financial costs	Receivables	Payables	Loans granted
Shareholder:
Mepinan S.a r.l.	—	—	—	—	—	—	—	—	—	—	—
Adiman SCSp	—	—	—	—	—	—	—	—	—	—	—
Cinven Partners LLP	—	—	—	—	—	—	—	—	—	—	—
Permira Advisers (London) Ltd	—	—	—	—	—	—	—	—	—	—	—
Management:
Loans granted	—	—	—	—	—	—	—	—	—	—	—
BlackPines Capital Partners Ltd	—	—	—	—	—	—	—	—	—	—	—
Associates:
Polskie Badania Internetu sp. z o.o.	—	138	—	—	—	69	—	—	—	—	—
Fundacja Allegro All For Planet	25	650	—	—	15	650	—	—	—	—	—
Other:
Alter Domus Luxembourg S.à r.l	—	—	—	—	—	—	—	—	—	1,094	—
Total	25	788	—	—	15	719	—	—	—	1,094	—

	6 months ended 30.06.2020					3 months ended 30.06.2020				As at 31.12.2020
Related party	Revenues	Expenses	Financial income	Financial costs	Revenues	Expenses	Financial income	Financial costs	Receivables	Payables	Loans granted
Shareholder:
Mepinan S.a r.l.	—	68	—	—	—	68	—	—	—	—	—
Cinven Partners LLP	—	413	—	—	—	309	—	—	—	—	—
Permira Advisers (London) Ltd	—	777	—	—	—	29	—	—	—	—	—
Management:
Loans granted	—	—	168	—	—	—	151	—	—	—
BlackPines Capital Partners Ltd	—	1,776	—	—	—	—	—	—	—		—
Associates:
Polskie Badania Internetu sp. z o.o.	—	138	—	—	—	69	—	—	—	23	—
Fundacja Allegro All For Planet	12	—	—	—	—	—	—	—	7	—	—
Other:
Alter Domus Luxembourg S.à r.l	—	—	—	—	—	—	—	—	—	1,094	—
Total	12	3,172	168	—	—	475	151	—	7	1,117	—

Related party transactions

20. Events occurring after the reporting period

No reportable events occurred between the balance sheet date and the date of these interim condensed consolidated fnancial statements.

APPROVED BY THE BOARD AND SIGNED ON ITS BEHALF BY:

Darren Huston

Director

François Nuyts

Director