Max Stock Ltd.

Investor Presentation • Mar 20, 2023

Max Stock

FY 2022 & Q4 Earnings Conference Call

20 March 2023

Disclaimer

This presentation, any question and answer session and any written or oral material discussed or distributed during the meeting to present this document or otherwise in connection with it (this "Presentation") is solely for the purpose of demonstration of information included in the financial statements of MAX Stock Ltd. ("MAX" or "the Company") as of December 31, 2022. This Presentation is not intended for distribution to, or use by any person or entity in, any jurisdiction or country where such distribution or use would be contrary to local law or regulation. This Presentation was prepared solely based on information obtained from MAX and public sources (including data obtained by MAX from industry publications and surveys) on or prior to the date hereof and has not been independently verified. MAX may not have access to the facts and assumptions underlying the numerical data, market data and other information included in such surveys . This Presentation only contains summary information and no representation or warranty, express or implied, is or will be made in relation to and no reliance should be placed on the fairness, accuracy, correctness or completeness of the information or opinions contained in this Presentation. The presentation only contains summary information, and does not replace the full disclosure contained in the 2022 annual report of the Company.

This Presentation contains forward-looking statements, which are based on current expectations, projections and assumptions about future events and may differ materially from actual results due to variety of factors including, but not limited to change in the overall economy; and on local and global economy and MAX's ability to manage and develop its business. Statements contained in the Presentation, other than statements of historical fact, regarding future events or prospects, are forward-looking statements. These forward-looking statements can be identified by the use of words such as "aim," "anticipate," "believe," "continues," "could," "estimate," "expect," "intend," "goal," "may," "plan," "project," "projections," "should," "will" and other words that convey uncertainty of future events or outcome. Statements that MAX makes in this Presentation that are not statements of historical fact also may be forward-looking statements. Forward-looking statements are not guarantees of future performance, and involve risks, uncertainties, and assumptions that may cause our actual results to differ materially from the expectations that MAX describes in its forward-looking statements. There may be events in the future that MAX is not accurately able to predict, or over which MAX has no control. You should not place undue reliance on forward-looking statements. Although MAX may elect to update forward-looking statements in the future, MAX disclaims any obligation to do so, even if MAX's assumptions and projections change, except where applicable law may otherwise require MAX to do so. These forward-looking statements should not be relied upon as representing MAX's views as of any date subsequent to the date of this Presentation.

This Presentation does not constitute and is not intended to form part of any offer, or the solicitation of any offer, to buy, subscribe for or sell any securities in MAX or any subsidiary of MAX and nothing in this Presentation shall in any way constitute or form part of any legal agreement or be relied on in connection with, any contract, commitment or investment decision. Each recipient of the information contained in this Presentation is responsible for making its own independent assessment of the business, financial condition, prospects, status and affairs of MAX. No person shall have any right of action against MAX or any other person in relation to the accuracy or completeness of the information contained in the Presentation.

This Presentation and the information contained herein are not a solicitation of an offer to buy securities or an offer for the sale of securities in Israel, in the United States or in any other jurisdiction in which such solicitation or offer are not allowed. MAX has not and does not expect to register any securities that it may offer under the Securities Act, or the securities laws of any state of the United States or any other jurisdiction thereof, and any such securities may not be offered or sold in the United States absent registration under the Securities Act or an available exemption from registration.

Nothing in this Presentation constitutes investment advice and any recommendations that may be contained herein have not been based upon a consideration of the investment objectives, financial situation or particular needs of any specific recipient.

By attending this Presentation and/or receiving this document, you are agreeing to the terms and conditions set forth above.

This presentation includes certain financial measures not presented in accordance with International Financial Reporting Standards ("IFRS"), including Adjusted EBITDA. These financial measures are not measures of financial performance in accordance with IFRS and may exclude items that are significant in understanding and assessing the Company's financial results. Therefore, these measures should not be considered in isolation or as an alternative to net loss or other measures of profitability, liquidity or performance under IFRS. You should be aware that the Company's presentation of these measures may not be comparable to similarly titled measures used by other companies, which may be defined and calculated differently. See the appendix for a reconciliation of certain of these non-IFRS measures to the most directly comparable IFRS measure.

We are Israel 's leading extreme value retailer

We offer a broad assortment of quality products for customers' everyday needs at affordable prices, helping customers "Dream Big, Pay Small"

Company Overview

• Office / School Supplies
• Apparel Basics
• Arts & Crafts

1) Data for FY 2022

• 2) Other comprised of over 25 subcategories with the largest being OTC Pharmaceutical, Candy, Electronics, Phone Accessories and Outdoors
• 3) As of March 20, 2023 and Pro Forma for a Max store in Gush Etzion that is expected to be opened on March 21, 2023.
• 4) Net SqM defined as commercial area in SqM excluding e.g., storage and office spaces. Data refer to owned/ majority owned stores only

5) As of March 20, 2023

MAXO

employees(5)

Publicly listed on TASE

Our Competitive Advantages

Strong brand

1 player in Israel and one of Israel's favorite brands

Growing organic and unpaid brand awareness led by word of mouth

Differentiated sourcing model

Proven track record and high expertise in sourcing inventory and understanding customer needs

Long standing relationships with leading Chinese, European and Israeli suppliers

Low price leader with powerful value proposition

Everyday low prices from day one

Passionate management team

Founder-led management team with collaborative culture

Breadth of selection

Broad assortment of quality products

~60% non-discretionary, everyday needs

National & growing scale

Growing presence across Israel, with significant whitespace opportunity to further expand footprint

Treasure hunt experience

~40% exciting, constantly rotating seasonal favorites that capture seasonal shopping trends

Broad customer base

Serving different demographics and income ranges in Israel, appealing to a broad range of consumer profiles

Impact of the Timing of the Jewish Holidays: Decrease of 5% in Q4 selling days; H2'22 SSSG = 1.0% (no timing impact)

Days on which stores were closed / partially closed due to holidays

SUNDAY	MONDAY	TUESDAY		WEDNESDAY THURSDAY FRIDAY		SATURDAY
29	30	31	1	2	3	4
		Jewish New Year
5	6	7	8	9	10	11
			Yom Kippur
12	13	14	15	16	17	18
		Sukkot Eve
19	20	21	22	23	24	25
		Sukkot Eve (Shmini Atzert)
26	27 October	28 2021	29	30	1	2
SUNDAY	MONDAY	TUESDAY		WEDNESDAY THURSDAY FRIDAY
26	27	28	29	30	1	SATURDAY 2
3	4	5	6	7	8	9
10	11	12	13	14	15	16
17	18	19	20	21	22	23
24	25	26	27	28	29	30

78 selling days in Q4'2021 74 selling days in Q4'2022

SUNDAY	MONDAY	TUESDAY		WEDNESDAY THURSDAY FRIDAY		SATURDAY
28	29	30	31	1	2	3
4	5	6	7	8	9	10
11	12	13	14	15	16	17
18	19	20	21	22	23	24
	Jewish New Year
25	26 October	27 2022	28	29	30	1
SUNDAY	MONDAY	TUESDAY	WEDNESDAY	THURSDAY	FRIDAY
25	26	27	28	29	30	1
2	3	4	Yom Kippur 5	6	7	SATURDAY 8
	Sukkot Eve
9	10	11	12	13	14	15
	Sukkot Eve (Shmini Atzert)
16	17	18	19	20	21	22

Q4'2022 Financial Highlights

• Double digit growth in adjusted net income attributable to shareholders
• Revenue grew 2.7%, despite known impact from four fewer days in which the stores were able to operate (~5% of Q4 selling days). SSSG in H2'22 is 1.0%
• Robust gross margins primarily reflecting a moderation of global shipping costs and efficient management of inventory

Liquidity, Cash Flows and Capital Deployment

Annual Dividends and Share Buyback (NIS M)

(1) Buyback plan of up to NIS 40M, of which NIS 19.9M already executed in 2022

Ample liquidity and conservative debt on Balance Sheet to ensure financial flexibility

Cash Position(1): NIS 80.5M

Net Cash Position(1)(2) NIS 33.0M

Pro Forma for dividend distribution, Net Debt / 2022 EBITDA = 0.2x

Typically, modest capital expenditures and working capital needs

¹As of December 31, 2022 ² Net Cash = Debt minus Cash

2022 Revenue Contribution and Growth, per Category

% Contribution and Category YoY growth(1)

Our addressable Israeli market is constantly growing, as we expand our assortment of quality products and add more categories

Our Management Team

Ori Max Founder & CEO

Shlomo Cohen Deputy CEO

Nir Dagan Deputy CEO & Head of Finance

Oz Corsia Chief Supply Chain Officer

Ifat Nir-Katz Chief Legal Officer & Corporate Secretary

Talia Sessler Chief Corporate Development & Investor Relations Officer

Ofir Edri Chief Chain Stores Officer

Maya Goldin Chief HR Officer

Chen Goldfarb Chief IT Officer

Moran Ironi Chief Marketing Officer

Eran Tsairi Chief Logistics Officer

Our first comprehensive ESG report

We strive to make our branches accessible to populations with disabilities, also via working with RightHear, which works to make businesses accessible to blind consumers through innovative technology

Branches Accessibility Employment of Workers with Disabilities

~4% of our employees are with disabilities and belong to various associations that support their social integration

Volunteering Donations

Our employees participate in several volunteering events throughout the year

We adopted a donation policy, according to which we contribute to several institutions and associations of various types, such as hospitals, children's institutions or institutions that provide food to families in need

Growth Strategies

Looking Forward

Dual Format Store Strategy for Suburban and Urban Markets

• Located in suburban markets with ample parking
• Average store sizes of~1,900 net SqM /~20,450 sq. ft.(1)

Full assortment of merchandise

Mostly majority owned: 42 stores (33 are majority owned)(2)

Main format priority for current expansion

• 1. Net SqM defined as commercial area in SqM excluding e.g., storage and office spaces. Represents Company owned stores
• 1. As of March 20, 2023 and Pro Forma for a Max store in Gush Etzion that is expected to be opened on March 21, 2023.

Max (Big Box Format) Mini Max (Small Box Format)

• Located in city centers
• Average store sizes of ~200 SqM /~2,150 sq. ft.

Typically, lower ticket prices

Second priority growth engine

Looking Forward: Double Company Owned Net SqM vs. 2019 over the Next 2-3 Years

Note: Net SqM defined as commercial area in SqM excluding e.g., storage and office spaces.

* Pro Forma for a Max store in Gush Etzion that is expected to be opened on March 21, 2023 and is Company owned.

Jerusalem

(Romema )

• Max (Big Box; franchised)
• An inner-city format without parking, in Jerusalem 's Romema neighborhood
• Serving an addressable direct population of over 35,000 people
• Opened on December 18, 2022

DCITY

• Max (Big Box); Company owned
• 2,200 gross / 1,500 net SqM
• Located in the industrial park of Ma 'ale Adumim at DCITY shopping center
• Serving an addressable population of over 38,000 people
• Opened on March 10, 2023

Harim Mall

• Max (Big Box); Company owned
• 1,570 gross / 1,000 net SqM
• To be opened tomorrow, on March 21, 2023
• Located at Gush Etzion junction at Harim Mall
• Serving an addressable population of over 70,000 people

Our pipeline - six new stores

Total of ~16.6k gross SqM / estimated conservative addition of ~9k net SqM(1) , plus three new franchised stores

2023

• Be'erot Yitzhak, Kiryat Gat
  • Adding together ~5.2k gross SqM

2024

• Gedera, Kiryat Yam
  • Adding together ~4.5k gross SqM

2025

• Gan Yavne, Beer Sheba (replacing an existing store)
  • Adding together ~6.9k gross SqM

Three new franchised stores:

• Tel Aviv (Hagush Hagadol) Q2'23
• Acre Q2'23
• Jerusalem (Pisgat Ze'ev) 2023

Online Social Presence and Loyalty Program

End of Year Followers (000s)

Newly launched Loyalty Program End of Year Members (000s)

End of Year Followers (000s)

Portugal

Updates

Welcome to max10

• Established a JV called Max 10 LDA in October 2022
  • Joint Venture held 75% the Company/ 25% by Fortera
• Appointed Mr. Roy Ben -Nun, who previously served as the Company's Chief Trade Officer and Chief Overseas Operations as CEO of the jointly -owned company
• Recruited a local management team of seven retail experts, and over 20 employees for the first store
• Current pipeline include 2 stores, both expected to be opened later -on in 2023:
  • First store is expected to be opened in Braga (gross SqM of 2,170 )
  • Second store is expected to be opened in Porto (gross SqM of 720 SqM )
• Initial financing to be provided for the first two years is up to EUR 5 million

Financial Highlights and KPIs

Updates

Q4 Financial Highlights

Gross Profit*

• Excluding one-time bulk operations in 2020

• (1) Adjusted EBITDA pre IFRS 16 = EBIT + D&A + other costs (including IPO costs in 2020 ) + stock-based compensation (SBC) + one-time bulk operation (in 2020) - the impact of IFRS 16

• (2) Net Income (NI) and EPS (both attributable to shareholders) adjusted for stock-based compensation (SBC), one-time bulk operation in 2020 and IPO costs in 2020

2022 Financial Highlights

• Annual revenue exceeded NIS one billion for the first time ever
  • Revenue growth was driven by the addition of 3 new stores(1) and a 3.2% increase in average basket size; partilally offset by a 1.5% decrease in SSSG when compared to the exceptional growth experienced in 2021 resulting from lingering pandemic tailwinds
• Robust gross margins and operating cash flows of NIS ~200M (5x 2021), mainly due to inventory levels intentionally going down

FY 2022 Financial Highlights

Gross Profit*

* Excluding one-time bulk operations in 2020

• (1) Adjusted EBITDA pre IFRS 16 = EBIT + D&A + other costs (including IPO costs in 2020 ) + stock-based compensation (SBC) + one-time bulk operation (in 2020) - the impact of IFRS 16

• (2) Net Income (NI) and EPS (both attributable to shareholders) adjusted for stock-based compensation (SBC), one-time bulk operation in 2020 and IPO costs in 2020

Our KPIs

Sales per SqM

* Vs. the prior period and reflecting all owned stores in the period.

Our Updated Financial Targets in the Short–Mid Term

Metric	Target	Commentary
Unit Growth	3 – 5 New Max Stores Annually	Refers to Company owned / majority owned stores
Annual Revenue Growth	Low – mid teens	Including growth in Portugal / other growth engines
Annual SSS	3%	SSSG for owned / majority owned stores
Pre IFRS 16 Adjusted EBITDA Margin	~13%	Potential to expand margins by 100bps in the longer term
(1) Adj. annual EPS Growth	Similar to revenue growth	EPS attributable to shareholders and adjusted for share- based payments (SBC)

Talia Sessler

Chief Corporate Development & IR Officer +972-50-7000155

Adjusted EBITDA Bridge (2021 to 2022; NIS M)

Historical FY P&L NIS M

FY 2019 FY 2020 FY 2021 FY 2022 Revenue from sales 740.0 879.2 963.5 1,033.4 Revenue from commissions / fees 1.5 6.5 12.8 15.4 Total Revenue, excluding onetime bulk operation 741.6 885.7 976.3 1,048.8 YoY growth 19.4% 10.2% 7.4% Revenue from onetime bulk operation 124.8 0.0 0.0 Total Revenue 741.6 1,010.5 976.3 1,048.8 YoY growth 36.3% -3.4% 7.4% Gross profit (excluding onetime bulk operation) 293.5 344.6 379.3 418.3 % of Revenue (excluding onetime bulk operation) 39.6% 38.9% 38.8% 39.9% Gross profit onetime bulk operation 14.3 % of Revenue 11.5% S&M 164.7 170.2 207.4 246.1 G&A 26.6 33.8 43.8 49.9 Total SG&A 191.2 203.9 251.2 295.9 Less: SBC (2.3) (15.5) (11.3) SG&A excluding SBC 191.2 201.6 235.7 284.6 % of Revenue, excluding onetime bulk operation 25.8% 22.8% 24.1% 27.1% % of Revenue 25.8% 20.0% 24.1% 27.1% Other income (0.7) (1.2) (1.6) (1.6) Other expenses, net 1.5 5.5 1.1 0.5 GAAP EBIT 101.5 150.7 128.6 123.4 % of Revenue 13.7% 14.9% 13.2% 11.8% Adj. EBIT (exc. SBC, onetime and other) 102.3 143.0 143.6 133.7 % of Revenue, excluding onetime bulk operation 13.8% 16.1% 14.7% 12.7%

Historical FY P&L and Net Income Reconciliations NIS M

	FY 2019	FY 2020	FY 2021	FY 2022
Interest expenses, net	10.4	19.3	17.1	18.8
Interest expenses onetime bulk operation		13.3
E B T	91	118.2	111.5	104.6
Adj. EBT (exc. SBC, onetime and other)	92	123.7	126.4	114.9
Taxes	20.9	30.5	28.9	26.9
GAAP Net Income	70	87.6	82.5	77.7
% of Revenue	9.5%	8.7%	8.5%	7.4%
Adj. Net Income (exc. SBC, one-time bulk operation in 2020 and	70	93	98	89
% of Revenue, excluding onetime bulk operation	9.5%	10.5%	10.0%	8.5%
Net Income - Attributable to shareholders	58.9	72.6	68.2	64.2
Net Income - Attributable to non-controlling interests	11.4	15.0	14.4	13.6
GAAP Net Income	70.3	87.6	82.5	77.7
Net Income Adjustments:
Total net income adjustments, net of taxes - one-time bulk
operation		(0.8)
SBC		1.8	15.5	11.3
Issuance costs / IPO expenses		4.6
Total Net Income Adjustments:	0.0	5.6	15.5	11.3
Adjusted Net Income - Attributable to shareholders	58.9	78.2	83.7	75.5
Adjusted Net Income - Attributable to non-controlling interests	11.4	15.0	14.4	13.6
Adjusted Net Income	70.3	93.2	98.1	89.1
Basic Shares O/S	142.3	142.3	142.3	141.4
EPS, attributable to shareholders	0.41	0.51	0.48	0.45
Adj. EPS attributable to shareholders	0.41	0.55	0.59	0.53

Historical FY EBITDA Reconciliations NIS M

	FY 2019	FY 2020	FY 2021	FY 2022
Net Income	70.3	87.6	82.5	77.7
Plus Interest Expense, net	10.4	32.6	17.1	18.8
Plus Income Taxes	20.9	30.5	28.9	26.9
Plus D&A	38.9	45.3	52.4	64.8
Plus Other Expense, net	0.8	4.3	(0.5)	(1.1)
EBITDA Post IFRS 16 (exc. Other Expenses)	141.2	200.3	180.5	187.2
Plus SBC		2.3	15.5	11.3
Minus IFRS 16	(40.7)	(45.7)	(53.1)	(61.6)
Adjusted EBITDA Pre IFRS 16 (exc. SBC and Other Expenses)	100.5	157.0	142.9	137.0
Onetime bulk operation	0.0	(14.4)	0.0	0.0
Adjusted EBITDA Pre IFRS 16 (exc. Onetime bulk operation,
SBC and Other Expenses)	100.5	142.6	142.9	137.0
% of Revenue, excluding onetime bulk operation	13.6%	16.1%	14.6%	13.1%

Historical Quarterly P&L NIS M

	Q4 2019	Q4 2020	Q4 2021	Q4 2022
Revenue from sales	177.8	274.0	238.6	247.6
Revenue from commissions / fees	1.5	2.1	6.5	4.1
Total Revenue	179.3	276.1	245.1	251.7
YoY growth		53.9%	(11.2%)	2.7%
Gross profit, excluding onetime bulk operation	71.5	105.2	95.3	103.6
% of Revenue	39.9%	38.1%	38.9%	41.2%
S&M	42.7	52.1	57.8	60.9
G&A	7.4	13.6	11.0	10.3
Total SG&A	50.1	65.7	68.8	71.2
Less: SBC		(2.3)	(3.9)	(0.3)
SG&A excluding SBC	50.1	63.4	64.9	70.9
% of Revenue	27.9%	22.9%	26.5%	28.2%
Other income	(0.3)	(0.1)	0.0	(1.3)
Other expenses	0.3	0.2	1.1	0.0
GAAP EBIT	21.3	39.5	25.4	33.7
% of Revenue	11.9%	14.3%	10.4%	13.4%
Adj. EBIT (exc. SBC, onetime and other)	21.4	41.9	30.4	32.7
% of Revenue	11.9%	15.2%	12.4%	13.0%

Historical Quarterly P&L and Net Income Reconciliations NIS M

	Q4 2019	Q4 2020	Q4 2021	Q4 2022
Interest expenses, net	2.5	7.5	5.2	5.0
E B T	18.9	31.9	20.2	28.7
Adj. EBT (exc. SBC, onetime and other)	18.9	34.3	25.2	27.7
Taxes	3.9	8.4	4.0	6.5
GAAP Net Income	14.9	23.5	16.2	22.2
% of Revenue	8.3%	8.5%	6.6%	8.8%
Adj. Net Income (exc. SBC, one-time bulk operation in 2020 and
one-time IPO costs in 2020)	14.9	25.4	20.1	22.5
% of Revenue	8.3%	9.2%	8.2%	8.9%
Net income attributable to shareholders	12.4	19.5	13.8	19.3
Net income attributable to non-controlling interests	2.5	4.0	2.4	3.0
	14.9	23.5	16.2	22.2
Net Income Adjustments:
SBC	0.0	1.8	3.9	0.3
Issuance Costs / IPO Expenses	0.0	0.1	0.0	0.0
Total Net Income Adjustments	0.0	1.9	3.9	0.3
Adjusted Net Income - Attributable to shareholders	12.4	21.4	17.7	19.5
Adjusted Net Income - Attributable to non-controlling interests	2.5	4.0	2.4	3.0
Adjusted Net Income	14.9	25.4	20.1	22.5
Basic Shares O/S (000s)	142.3	142.3	142.3	139.3
Diluted Shares O/S(000s)	142.3	142.3	142.3	140.4
EPS, attributable to shareholders	0.09	0.14	0.10	0.14
Adj. EPS attributable to shareholders	0.09	0.15	0.12	0.14

Historical Quarterly EBITDA Reconciliations NIS M

	Q4 2019	Q4 2020	Q4 2021	Q4 2022
Net Income	14.9	23.5	16.2	22.2
Plus Interest Expense, net	2.5	7.5	5.2	5.0
Plus Income Taxes	3.9	8.4	4.0	6.5
Plus D&A	10.2	13.6	14.7	17.1
Plus Other Expense, net	0.0	0.1	1.1	(1.3)
EBITDA Post IFRS 16 (exc. Other Expenses)	31.6	53.2	41.1	49.5
Plus SBC		2.3	3.9	0.3
Minus IFRS 16	(10.9)	(12.6)	(11.7)	(15.9)
Adjusted EBITDA Pre IFRS 16 (exc. SBC and Other Expenses)	20.6	42.9	33.4	33.9
Onetime bulk operation	0.0	0.0	0.0	0.0
Adjusted EBITDA Pre IFRS 16, excluding onetime bulk
operation	20.6	42.9	33.4	33.9
% of Revenue	11.5%	15.5%	13.6%	13.5%

Annual Financial Highlights

* Excluding one-time bulk operations in 2020

Annual Financial Highlights (cont'd)

Adjusted EBITDA Pre IFRS 16 (1)

(NIS mm; % of Revenue)

1.8x

Adjusted EPS Attributable to Shareholders and NI margin (2) (NIS; %) 1.8x

• (1) Adjusted EBITDA pre IFRS 16 = EBIT + D&A + other costs (including IPO costs in 2020 ) + stock-based compensation (SBC) + one-time bulk operation (in 2020) - the impact of IFRS 16

• (2) Net Income (NI) and EPS (both attributable to shareholders) adjusted for stock-based compensation (SBC), one-time bulk operation in 2020 and IPO costs in 2020