Vend Marketplaces ASA — Investor Presentation 2024

Mar 22, 2024

Proposing capital return package of NOK 24 billion to shareholders 22 March 2024

Kristin Skogen Lund, CEO | Per Christian Mørland, CFO

Disclaimer

This presentation (hereinafter referred to as the "presentation") has been prepared by Schibsted ASA ("Schibsted" or the "Company") exclusively for information purposes and does not constitute an offer to sell or the solicitation of an offer to buy any financial instruments of the Company.

Reasonable care has been taken to ensure that the information and facts stated herein are accurate and that the opinions contained herein are fair and reasonable, however no representation or warranty, express or implied, is given by or on behalf of the Company, any of its directors, or any other person as to the accuracy or completeness of the information or opinions contained in this document and no liability is accepted for any such information or opinions.

This presentation includes and is based on, among other things, forward-looking information and statements. Such forward-looking information and statements are based on the current expectations, estimates and projections of the Company or assumptions based on information available to the Company. Such forward-looking information and statements reflect current views with respect to future events and are subject to risks, uncertainties and assumptions. The Company cannot give any assurance as to the correctness of such information and statements. Several factors could cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements that may be expressed or implied by statements and information in this presentation.

There may have been changes in matters which affect the Company subsequent to the date of this presentation. Neither the issue nor delivery of this presentation shall under any circumstance create any implication that the information contained herein is correct as of any time subsequent to the date hereof or that the affairs of the Company have not since changed.

The Company does not intend, and does not assume any obligation, to update or correct any information included in this presentation.

Alternative performance measures (APM) used in this presentation are described and presented in the section Definitions and reconciliations in the quarterly report.

Recap

Two landmark transactions announced in November, and December respectively

Unlocking more than 20 years of sustained value creation in Adevinta, focusing on Schibsted's core business

Description

• Voluntary tender offer for 100% of Adevinta announced on 21 November 2023 by Blackstone and Permira, together with General Atlantic and TCV, and with support from Schibsted and eBay

Transaction details

• Offer price of NOK 115 per share, valuing Adevinta's equity value at c.NOK 141 billion and Schibsted's stake at c.NOK 40 billion
• Schibsted to sell, outside of and subject to completion of the offer, 60% of its c.28% stake in Adevinta, while retaining a minority investment
• Expected indirect ownership in Adevinta post-transaction of c.14%(1)

Status:

• Offer period ended on 9 February 2024 with c.95% acceptance level
• Expected closing in Q2 2024, subject to remaining regulatory clearances

Adevinta Voluntary Offer News Media Operations Sale

Unleashing the full potential of the two core businesses, News Media and Nordic Marketplaces

Description

• Carve out of Schibsted's News Media business area and other assets(2) from Schibsted into a separate company (preliminarily named "Schibsted Media") announced on 11 December 2023, to be sold to and privately held by Tinius Trust

Transaction details

• Total transaction value of NOK 6.3 billion(3)
• Tinius Trust to support removal of dual-class share structure, pending completion of transaction and subject to shareholder approval, by 1 January 2026

Status:

• Final agreements between Schibsted and Tinius Trust signed today, 22 March 2024
• Expected closing in Q2 2024, subject to approval by the general meeting

Notes:

3

• 1. Schibsted to receive newly issued shares in an indirect parent company of the offeror
• 1. News Media business area including, but not limited to, VG, Aftonbladet, Aftenposten, SvD, BT, Stavanger Aftenblad, E24, Podme, Shifter, Omni, Klart, TVNU, Inzpire.me, Fri Flyt, Matkanalen, Vinguiden, Schibsted Trykk Group, and Duplo Media; other media assets including minority ownership stakes in Polaris (29.4%), Lokalavisene (49.0%), NTB (28.6%), TT Nyhetsbyrån (39.6%), and indirect ownership stake of 36.0% in Retriever through ownership in NTB and TT

• Consisting of: (a) NOK 5.5 billion for the News Media business area, and minority stakes in NTB, TT Nyhetsbyrån, and Lokalavisene, and (b) NOK 0.8 billion based on the VWAP of Polaris the week prior to the signing of the non-binding agreement regarding the potential acquisition of Schibsted's news media operations by the Tinius Trust. The enterprise value for Schibsted's News Media business area is based on IFRS accounting standards, and includes estimated lease liabilities of approximately NOK 1.2 billion allocated to Schibsted Media, out of the total Group lease liabilities of NOK 2.2 billion as per 31 December 2023 which can be found in Schibsted's interim report for Q4 2023

Today

Proposing capital return package, following thorough process over the last few months

Capital return package of NOK 24 billion proposed Today

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Today

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Next steps and preliminary timeline

Investor contact

Visit Schibsted's website: schibsted.com Email: ir@schibsted.com

Jann-Boje Meinecke VP, Head of IR +47 941 00 835

Malin Ebenfelt IR Officer +47 916 86 710

Schibsted ASA Akersgata 55 / P.O. Box 490 Sentrum NO-0105 Oslo