Allegro.eu S.A.

M&A Activity • Mar 21, 2024

Current report No. 7/2024

Date: 21 March 2024

Title: Conclusion of the Participation Agreement related to consumercredits between Allegro Pay sp. z o.o. and Banco Santander

Legal basis: Article 17 of MAR - inside information

The Board of Directors of Allegro.eu (the "Company"), hereby announcesthat on 21 March 2024, Allegro Pay sp. z o.o., a wholly owned subsidiaryof the Company ("Allegro Pay"), signed the Participation Agreementrelated to the consumer credits (the "Agreement") with Banco SantanderS.A., a credit institution organized under the laws of Spain ("BancoSantander").

The Company presents principles of cooperation under the Agreement.

Allegro Pay may request Banco Santander to participate in certainfinanced consumer credits, selected by Allegro Pay and accepted by BancoSantander. The financed consumer credits, meaning the right to paymentrelated to the principal amount of consumer credit granted by AllegroPay, shall meet the eligibility criteria defined in the Agreement.Allegro Pay will remain responsible for debt collection, tracking,reconciliation and transfer of the proceeds of the financed consumercredits to Banco Santander, whereas Allegro Pay shall act for thebenefit of Banco Santander only concerning reconciliation and transferof collected proceeds of financed consumer credits.

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

Under the Agreement, Banco Santander shall participate in the proposedfinanced consumer credits on a revolving basis up to a total amount ofPLN 3 billion. The initial limit granted is PLN 1 billion. An additionalPLN 2 billion is optional for Banco Santander.

The Agreement is concluded for an indefinite period, with a 6-monthnotice period reserved for both parties and with no exclusivityestablished.

Management expects, based on advice from our accounting advisor, thatthe consumer loans selected for participation under this agreementshould be derecognised from both Allegro Pay's and the Group's balancesheets. The right to receive consumer loans repayments will beimmediately transferred to Banco Santander.

Signing the Agreement increases the financing capabilities of AllegroPay, which continues to expand its offer of safe and convenient loan andfinancing options for the Allegro clients.

Allegro.eu is a Luxembourg public limited company (soci_#233;t_#233; anonyme),registered office: 1, rue Hildegard von Bingen, L-1282 Luxembourg, GrandDuchy of Luxembourg, Luxembourg Business Register: B214830