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EPH SpA

Investor Presentation Mar 21, 2017

4251_rns_2017-03-21_50970323-8bdb-4945-a38f-b8d693fe2a4a.pdf

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STAR CONFERENCE, MILAN, 21-22 MARCH 2017

DISCLAIMER

This presentation has been prepared by ePRICE S.p.A. for information purposes only and for use in presentations of the Group's results and strategies.

For further details on the ePRICE Group, reference should be made to publicly available information.

Statements contained in this presentation, particularly regarding any possible or assumed future performance of the Group, are or may be forward-looking statements based on ePRICE S.p.A.'s current expectations and projections about future events, and in this respect may involve some risks and uncertainties.

Actual future results for any quarter or annual period may therefore differ materially from those expressed in or implied by these statements due to a number of different factors, many of which are beyond the ability of ePRICE S.p.A. to control or estimate precisely, including, but not limited to, the Group's ability to manage the effects of the uncertain current local and global economic conditions on our business and to predict future economic conditions, the Group's ability to achieve and manage growth, the degree to which ePRICE S.p.A. enters into, maintains and develops commercial and partnership agreements, the Group's ability to successfully identify, develop and retain key employees, manage and maintain key customer relationships and maintain key supply sources, unfavourable development affecting consumer spending, the rate of growth of the Internet and online commerce, Italian advertising market, competition, fluctuations in exchange rates, any failure of information technology, inventory and other asset risk, credit risk on our accounts, regulatory developments and changes in tax laws.

ePRICE S.p.A. does not undertake any obligation to publicly release any revisions to any forward-looking statements to reflect events or circumstances after the date of this presentation.

Any reference to past performance of the ePRICE Group shall not be taken as an indication of future performance.

This document does not constitute an offer or invitation to purchase or subscribe to any shares and no part of it shall form the basis of or be relied upon in connection with any contract or commitment whatsoever.

By attending the presentation you agree to be bound by the foregoing terms.

PRESENTING TODAY

Paolo Ainio Founder & Executive Chairman

  • Founded Banzai (now ePRICE) in 2007
  • Launched Virgilio, the major Italian internet portal, in 1994
  • Sold it to SEAT Pagine Gialle in 1999, running the online business until 2002

Pietro Scott Jovane CEO

  • Joined Banzai (now ePRICE) in 2015
  • CEO and GM of Italian listed publisher RCS MediaGroup in 2012- 2015
  • Microsoft's CEO in Italy
  • CFO of Internet Division in Matrix, Seat Group / Telecom Italia.

Micaela Ferruta Head of IR and Strategic Planning

  • Joined Banzai (now ePRICE) in 2015
  • Previously: Head of Media & Telecommunications Coverage in Intermonte
  • Strategic and Business planning in Infostrada

ePRICE: THE NATIONAL E-COMMERCE LEADER

+23% YoY GMV(1) +18% YoY Rev

~1.6mn customers(2) ~500 installers ~900 merchants

FY 16 Eu 254mn GMV(1) Eu 178mn Revenues

133 Pick&Pay 309 Lockers 1Fulfilment center

2

3

LOCAL E-COMMERCE CHAMPION FOCUSED ON CAPTURING A HIGH-POTENTIAL, FAST-GROWING MARKET

A UNIQUE VALUE PROPOSITION TAILORED TO THE ITALIAN MARKET, SUPPORTED BY A FLEXIBLE AND SCALABLE PLATFORM

SIGNIFICANT TRACK RECORD AND GMV/REVENUE GROWTH TO GENERATE VALUE THROUGH SCALE & RELEVANCE, IN ORDER TO REACH PROFITABILTY

ePRICE SpA - March 2017 4 (1) Gross Merchandise Volume: includes revenues from products, shipping and 3P marketplace sales, net of returns and VAT included. Revenue from services includes transports, warranties, B2B and other revenues. GMV from services does not include B2B, ADV&Infocommerce.

(2) Customers who bought at least once on ePRICE or on the marketplace.

FROM BANZAI TO ePRICE

Q1 2016 Q2 2016 Q3 2016 Q3/Q4 2016 Q4 2016 Q1 2017
Launch of
Home Service
Sale of
Banzai Media
New brand
identity &
TV campaign
Sale of
Saldiprivati
New Strategic
Guidelines
2017-2021
Change of
Name
& Ticker

35% population
coverage at
launch

+50% NPS(1) vs.
prev. svcs

45 €M EV

17.5 €M
capital gain

3Y agreement
w/ Mediaset
to purchase
TV ADV, 7 €M
benefit

10 €M ADV
campaign in
3 years

8M people
reached on
35-54 y.o.
target

38 €M EV

7.5 €M
capital gain

5Y agreement
to manage
fullfillment
for SRP Italian
activities.


+4/6% M/S
Online Tech
market

+4/6% M/S
Home Service
market

3X GMV by 21

4-6% Ebitda
margin by 21
+46% Q4 16
Share
Performance

ePRICE: FROM E-COMMERCE TO E-SERVICE

OUR NEW, SERVICE-DRIVEN MISSION

"To serve the technological evolution of Italian households"

ePRICE: HIGHLIGHTS OF 2016

1

From Banzai to ePRICE: sale of Vertical Content division for Eu 45 mn (EV) and Saldiprivati for Eu 38 mn (EV). ePRICE expected to close 2016 with a profit, including capital gain from disposals.

ePRICE 2021 Strategic Guidelines presented, calling for: 3x GMV, 4-6% EBITDA margin by end of plan and cash positive from 2019 driven by: 1) focus on MDA and service driven categories; 2) 3P marketplace growth and 3) focus on services and innovation.

FY 16 results: GMV (1) up 23% YoY in 2016 (21% in Q4 16), driven by 18% YoY revenue growth and +123% of Marketplace GMV. +150bps improvement in Gross Margin. Eu 10 mn net profit and Eu 56 mn net cash, thanks to disposals completed in 2016.

ePRICE SpA - March 2017 7 (1) Gross Merchandise Volume: includes revenues from products, shipping and 3P marketplace sales, net of returns and VAT included. Revenue from services includes transports, warranties, B2B and other revenues. GMV from services does not include B2B, ADV&Infocommerce.

14 €BN PER YEAR OF TECH PRODUCTS. TODAY 1.7 €BN ARE ONLINE, DOUBLING IN 5 YEARS.

HUGE OPPORTUNITY SHIFTING ONLINE

Tech & Appliances Retail in Italy B2C Sales (market Eu BN)

(category Eu BN)

APPLIANCES GROWING FASTER

2016 CORE Market TECH in Italy (% growth)

Traditional
Tech&Appliances
2016
Online
(2)
Tech&Appliances
2016
Tech&Appliances
ePRICE
GMV 2016
+1.0% c.+20% +24%
  • (1) €3.5BN Market size for current Technology & Appliances perimeter. Smart Home market estimate (€0.5BN) not included. Source: ePRICE re-elaboration on Forrester Research, GFK, other public sources and internal estimates, 2016.
  • ePRICE SpA March 2017 8 (2) LFL growth 2016 vs 2015. Including restatement of offline players' Click&Collect sales (included from 2016), market up c. +24% YoY. Source: ePRICE re-elaborations on GFK and internal estimates.

2016 BY Q: ePRICE CONSOLIDATED REVENUES AND GMV

In 2016 ePRICE posted c. +23% YoY GMV growth and +18% YOY for revenues, ahead of 2016 guidance (updated in November).

  • Q1: Home Service Installation services launched (installers 4x Dec 16 vs Jan 16 and +100% MDA installations);
  • Q2: Marketplace Anniversary (up 123% in FY 16);
  • Q3: Tough comparison on Home Comfort (AC) sales due to weather and Tough Q3 16 market competition, back to "normal" in Q4 16;
  • Q4: Positive impact of Q4 16 ePRICE TV campaign (traffic +30% YoY) driving strong Black Friday sales (+81% YoY) and strong Christmas sales.

ePRICE SpA - March 2017 9 (1) Gross Merchandise Volume: includes revenues from products, shipping and 3P marketplace sales, net of returns and VAT included. Revenue from services includes transports, warranties, B2B and other revenues. GMV from services does not include B2B, ADV&Infocommerce.

FY16 GMV & REVENUES (1) (2)

  • Reinforced Leadership in MDAs.
  • Electronic & Appliances GMV alone up 24% YoY.
  • Marketplace GMV strong growth +123% in 2016, driven by electronics.
  • Premium Installation Services and warranties as new pillar of ePRICE P&L, with Home Service January '16 successful launch.
  • Positive effect of Infocommerce revenues, up over 50% YoY, as our size increases and to a lower extent thanks to special initiatives.

  • (1) Gross Merchandise Volume includes revenues from products, shipping and 3P marketplace sales, net of returns and VAT included. Revenue from services includes transports, warranties, B2B, ADV&Infocommerce and other revenues. GMV from services does not include B2B, ADV&Infocommerce.

  • (2) Services&other have been restated and now include warranties.

4Q16 GMV AND REVENUES (1) (2)

3P marketplace sales, net of returns and VAT included. Revenue from services includes transports, warranties, B2B, ADV&Infocommerce and other revenues. GMV from services does not include B2B, ADV&Infocommerce.

(2) Services&other have been restated and now include warranties.

FY 16: HEALTHY CUSTOMER KPIS DRIVE GROWTH

3P marketplace, net of returns and VAT included

ePRICE TV CAMPAIGN IMPROVES AWARENESS

Improvement in consumer perception post campaign (1)

"QUALITY
OF HOME
SERVICE"
+14 P.P.
"BETTER THAN OTHER +12
RETAILERS" P.P.
"WIDE RANGE OF +10
PRODUCTS" P.P.

BRAND AWARENESS AND POSITIONING EFFECTS GOALS ACHIEVED THROUGH 4Q16 ADV TV CAMPAIGN

ePRICE SpA - March 2017 13 (1) Source: Mindshare Survey Commissioned by ePRICE, 2017 (2) Average number of orders growth since kick-off of ADV Campaign vs. average annual number of orders

ePRICE HOME SERVICE: MOBILE-ENABLED, TRUSTED PROFESSIONAL NETWORK DEDICATED TO MDAs & SMART HOME PRODUCTS

DESIGNED FOR SCALE & DIFFERENTIATION

  • Geo expansion following volumes & saturation
  • Service expansion towards smart home products
  • Bundling of products & services = solutions
  • Potentially open to B2B customers

THE PATH TOWARDS INNOVATION AND VALUE GENERATION

  • ePRICE SpA-- March 2017 14 (1) WEEE: Waste Electrical & Electronic Equipment Directive (2012/19/EU).
  • (2) Based on about 2.218 feedbacks

ePRICE: MARKETPLACE UPDATE

UNIQUE FEATURES OFFERED TO MERCHANTS

Boost Factor 2017

Extending services to merchants

-P&P usage: Since December, items ordered in 3P marketplace can be delivered also through Pick&Pay Network -Payments: ePRICE is the first marketplace in Europe where goods sold by 3P merchants can be paid on delivery by POS and soon by cash at P&P stores

IMPRESSIVE 3P MARKETPLACE PATTERN GROWTH IN 2016

CONSOLIDATED P&L HIGHLIGHTS

Eu mn

Profit & Loss Q4 15 PF Q4 16 Q4 YOY FY
15
PF
FY
16
FY 16 YOY
GMV 75.6 91.3 20.7% 207.3 254.4 22.7%
Total Revenues 61.0 70.7 15.9% 167.7 197.9 18.0%
Cost of Revenues (52.9) (60.0) 13.3% (145) (167,7) 16.0%
Gross Profit 8.1 10.7 32.8% 23.1 30.2 30.5%
Gross Margin % 13.2% 15.1% 13.8% 15.3%
Sales & Marketing (4.0) (3.9) -2.4% (8.9) (11.0) 23.5%
Fullfilment (5.2) (6.6) 28.6% (14.3) (19.0) 32.3%
IT (0.3) (0.4) 33.2% (1.1) (1.4) 34.6%
G&A & Holding (2.1) (2.3) 11.0% (6.7) (8.3) 23.2%
ADJUSTED EBITDA (3.5) (2.6) -26.5% (7.9) (9.5) 20.2%
Adjusted EBITDA% -5.8% -3.7% -4.7% -4.8%
Non recurring costs (0.1) 0.5 -709.3% (0.9) (0.2)
EBITDA (3.6) (2.1) -40.7% (8.8) (9.7)
Ebitda % -5.9% -3.0% -5.3% -4.9%
EBIT (4.7) (3.5) (11.9) (14.0)
Ebit % -7.8% -5.0% -7.1% -7.1%
-
EBT from continuing operations (4.9) (3.7) (12.2) (14.7)
Taxes 2.6 2.6
EBT from discontinued activities 0.4 10.9 (1.2) 24.8
Net Result (1.8) 7.1 n.m. (10.8) 10.1 n.m.

FY 16 Revenues up +18% YoY (and +22.7% growth in GMV) , with Q4 recovering Q3 slowdown (+8% YoY)

FY 16 Gross margin improving by 150 bps vs. FY 15 and +190 bps in 4Q16, thanks to better mix, marketplace contribution and infocommerce

4Q16 S&M costs down 2.4% YoY, thanks to lower ADV TV cost vs. Q4 15, thanks to Mondadori agreement

Reduced Q4 Ebitda Loss by c. Eu 1mn (200 bps), thanks to lower S&M costs.

One offs: Stock options and restructuring charges partially offset by positive impact of Eu 1mn tax credit on 2016 R&D

Eu 10mn Net Profit in FY 16, thanks to Eu 24.8 mn Capital gain on Banzai Media and Saldiprivati

ePRICE SpA - March 2017 16 (1) GMV (Gross Merchandise Volume): it includes revenue from products, deliveries and revenue from 3P marketplace, net of returns and VAT included. It does not include B2B, infocommerce.

(2) Pro-forma: adjusted for the sale of Banzai Media and Saldiprivati

BALANCE SHEET & CF HIGHLIGHTS Eu mn

Balance Sheet 31/12/15 31/12/15
ProForma
31/12/16
TOTAL ASSETS 55.9 28.8 33.9
NWC 0.8 (3.5) (4.4)
Deferred tax assets 11.9 9.7 9.7
Provisions (3.7) (2.0) (2.1)
Other non current debts (4.0) 0.0 (0.4)
Net Invested Capital 60.9 33.0 36.7
Net Equity 84.1 n.a. 92.9
Net Financial Position (23.2) n.a (56.2)
Total Sources 60.9 33.0 36.7
Improved
working
capital, thanks
to
supplier
payments
optimization
Eu 56 mn
Net cash position as
of
December,31 2016, following
cash in
from disposals, and including
Eu
1.8mn to buy
c. 1.3% treasury

shares, as well as c. Eu 2.1mn advance payment on the TV adv contract.

Cash Flow Highlights FY 15 FY 16
Cash flow from Operations -13.0 -8.2
CF from Op. from discontinued activities 0.4
Net Capex tangible & intangibles -7.6 -7.6
Change in other non current assets -0.7 -2.5
Acquisitions -0.3 -1.5
CF from Investment from discontinued activities -6.4 52.2
Cash flow from Investing Activities -15.0 40.6

FY 16 Capex at Eu 7.6 mn, some Eu 2.5mn related to non recurring investments (IT Transformation Project)

Change in other non current assets

includes Eu 2.1mn advance payment on TV 17-18 campaign

FY 16 acquisitions: Il Post (14%

incremental stake) + Termostore (23%).

Q4 16 TAKEAWAYS

Refocus on ePRICE completed, with change of name effective during Q1 17

Confirmed stronger GMV(1) growth than reference market

Completed network of 133 Pick&Pay and 309 lockers, offering an excellent territorial coverage.

Continue to enrich last mile services, with increasing coverage and further innovation expected in 2017

Continue to build Brand equity

ePRICE SpA - March 2017 18 (1) GMV (Gross Merchandise Volume): it includes revenue from products, deliveries and revenue from 3P marketplace, net of returns and VAT included. It does not include B2B, infocommerce.

2017 GUIDANCE

GMV1 up 20-25%, Revenues up 15-18%, with an accelerated growth in the second half of the year, after a weak February, adversely affected by the planned transition of the ERP system to SAP

Improvement in Gross margin and considerable increase in EBITDA compared to 2016

Capex to Euro 11 million, including one-off investments for the new fulfilment center

ePRICE SpA - March 2017 19 (1) GMV (Gross Merchandise Volume): it includes revenue from products, deliveries and revenue from 3P marketplace, net of returns and VAT included. It does not include B2B, infocommerce.

ePRICE: 3P MARKETPLACE AND SERVICES ARE KEY DRIVERS FOR GROWTH AND PROFITABILITY

ePRICE SpA - March 2017 21 (1) based on nature of services (delivery, warranties, custom fit, maintenance & repair, B2B2C)

ePRICE GMV EVOLUTION OVER NEXT YEARS

STRATEGIC GUIDELINES RECAP: OUR BUSINESS GOALS, LOOKING FORWARD

STRATEGIC GUIDELINE

TARGET 2021 METRICS

TARGET MODEL

FY 15 FY 16 TARGET VS. 16 DRIVERS
MARKET GROWTH 20% 20% (4) 15-16%
>2X
Secular shift from offline,
mobile, innovation
(1)
GMV
€207M €254M 3X
~
Market Growth, MDA, 3P
Marketplace
REVENUES €168M €198M 2.5X
~
Market Growth, B2B, ADV,
Infocommerce
(2)
GROSS MARGIN
13.8% 15.3% 20%-22% Mix&sourcing, Rebates, 3P
Marketplace, Infocommerce
(2)
MARKETING
5.3% 5.6% 4.5%-5.0% Brand Awareness, Returning
Customers
FULFILMENT
(2)
TRANSPORT
3.5% 4.4% 5.0%-5.5% Now including
Transport&Installation
service
FULFILMENT
(2)
INTERNAL
5.0% 5.2% 3.8%-4.3% New fulfilment center, scale &
efficiency program
(3)
IT + G&A
4.6% 4.9% 1.8%-2.5% Efficiencies and scalability
(2)
EBITDA adj.
-4.7% -4.8% 4%-6% #1 specialty
player,
enhanced
by services
(2)
CAPEX
4.5% 3.8% 1.5%-2.0% 2017 new fulfilment, Eu 5mn

ePRICE SpA - March 2017 24 (1) GMV (Gross Merchandise Volume): it includes revenue from products, deliveries and revenue from 3P marketplace, net of returns and VAT included. Infocommerce and Advertising and B2B revenues not included., representing c. 6% of revenues in 9M16; (2) % of revenues incl non recurring; (3) % of revenues: of which 35% corporate&finance costs due to being listed; (4) LFL growth 2016 vs 2015. Including restatement of offline players' Click&Collect sales (included from 2016), market up c. +24% YoY.

ePRICE PEERS – PERFORMANCE (PRICES AS OF 03/17/17)

Peer Group - Absolute Performances Multiple Entities Report (Local Currency) as of 03/17/17
Stock Price Mkt cap Ccy 3M 6M 1Y
ePRICE (BANZAI) 3.9 159 EU 8.8% 42.5% -1.7%
AO World Plc 1.5 623 GBP -19.1% -10.3% -11.4%
Cnova NV 5.3 2,403 USD -3.3% 0.2% 130.4%
Verkkokauppa.com Oy 7.4 335 EU 2.2% 16.5% -5.5%
ASOS plc 59.2 4,942 GBP 21.5% 29.5% 93.7%
Zalando SE 37.4 9,255 EU 4.8% 6.4% 37.5%
YOOX Net APorter S.p.A. 22.2 2,020 Eu -16.8% -18.2% -12.1%
boohoo.com Plc 1.6 1,761 GBP 15.7% 69.9% 277.7%
SRP Groupe SA 22.9 782 EU 15.0% 14.6%
MySale Group plc 1.1 162 GBP 5.3% 13.8% 146.2%

Source: Factset

ePRICE PEERS – VALUATION (PRICES AS OF 03/16/17)

Peer Group - Multiple Comparison Multiple Entities Report (Local Currency) as of 03/17/17

Stock Price Mkt cap Ccy EV/Sales
2016
EV/Sales
2017
EV/Sales
2018
EV/Ebitda
2016
EV/Ebitda
2017
EV/Ebitda
2018
ePRICE (BANZAI) 3.9 159 EU 0.5 0.5 0.4 54.6
AO World Plc 1.5 623 GBP 0.9 0.7 0.6 1,514.5 49.6 23.8
Verkkokauppa.com Oy 7.4 335 EU 0.8 0.7 0.6 21.8 17.7 14.2
ASOS plc 59.2 4,942 GBP 3.3 2.5 2.0 49.8 37.8 28.6
Zalando SE 37.4 9,255 EU 2.3 1.8 1.5 31.4 25.2 18.4
YOOX Net APorter S.p.A. 22.2 2,020 Eu 1.5 1.3 1.1 20.0 15.9 11.7
boohoo.com Plc 1.6 1,761 GBP 5.8 4.2 3.3 48.2 41.2 30.6
SRP Groupe SA 22.9 782 EU 1.3 1.0 0.8 24.2 16.5 11.8
MySale Group plc 1.1 162 GBP 1.0 0.8 0.7 45.7 26.6 20.5
E-Commerce Average 2.5 1.9 1.5 165.7 25.9 27.0
E-Commerce Median 1.3 1.1 1.0 31.4 22.9 17.8
E-Commerce Median ex Amazon, eBay, Rocket, Naspers 1.1 1.0 31.4 22.9 17.8

Source: Factset

DEFINITIONS

  • GMV: Gross Merchandise Volume, it includes revenue from products, deliveries and revenue from 3P marketplace, net of returns and VAT included. Infocommerce and Advertising and B2B revenues not included
  • Net Promoter Score: is a management tool that can be used to gauge the loyalty of a firm's customer relationships
  • TTM GMV/Revenues: Trailing/Last Twelve Months Results
  • Gross Margin: since 30.9.2016 Gross Profit/Margin has been restated and is now net of delivery costs, booked under fulfilment
  • Fulfilment Transport Costs: delivery costs (courier, premium)
  • Fulfilment Internal Costs: all other fulfilment
  • G&A: also includes costs previously booked as "holding"

FINANCIAL CALENDAR 2017

April May July
M T W T F M T W T F M T W T F
3 4 5 6 7 1 2 3 4 5 3 4 5 6 7
10 11 12 13 14 8 9 10 11 12 10 11 12 13 14
17 18 19 20 21 15 16 17 18 19 17 18 19 20 21
24 25 26 27 28 22 23 23 24 25 24 25 26 27 28
29 30 31 31
April 27 Ordinary
Shareholders
Meeting
April 27 Q1 17 Preliminary Sales
April 28 Conference Call on Q1 17 Preliminary Sales
May
10
Q1 17 Full Results
July
25
Q2 17 Preliminary Sales
and Conference
Call

CONTACTS

ePRICE S.p.A.

Via San Marco 29

20121 Milan, Italy

corporate.eprice.it

IR

Micaela Ferruta

Head of Investor Relations and Strategic Planning – ePRICE S.p.A.

+39 0230315400

Investors.eprice.it

[email protected]

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