Shoper S.A. — Earnings Release 2024

Jan 24, 2025

Report Content Date of drafting:24 January 2025Subject:Update ofliability values related to the purchase of shares in Sempire Europe Sp.zo.o. and Apilo Sp. z o.o.Legal basis: Article 17(1) ofMAR - confidential information

The Management Board of Shoper S.A., with its registered office inKrakow (the _quot;Company_quot;, the _quot;Issuer_quot;), informs that as part of the updateof liability values as of the balance sheet date of December 31, 2024,changes were identified in the value of liabilities related to thepurchase of shares in the subsidiary companies Sempire Europe Sp. z o.o.(_quot;Sempire_quot;) and Apilo Sp. z o.o. (_quot;Apilo_quot;).

1. Changes related to liabilities for the purchase of shares in SempireEurope Sp. z o.o.

- As of the balance sheet date of December 31, 2024, following areassessment of the likelihood of achieving the financial targetsspecified in the investment agreement (in accordance with current reportno. 9/2022), the Issuer determined that the most probable value of thecontingent payment for the remaining 40% of shares will be PLN 0,meaning that the Issuer will be obligated to pay PLN 15,000 thousand forthe remaining 40% of shares.- As a result, the liability for theconditional payment for the shares has decreased, and a financial incomeof PLN 4,767 thousand (considering the discount) has been recognized in2024.- The balance sheet value of the liability for the purchase ofthe remaining 40% of shares as of the balance sheet date is PLN 14,301thousand (considering the discount).

2. Changes related to liabilities for the purchase of shares in ApiloSp. z o.o.

- As of the balance sheet date of December 31, 2024, the Issuerreassessed the conditions determining the amount of the contingentconsideration for the 20% shares (in accordance with current report no.7/2024).- Consequently, the Issuer determined that the most probablevalue of the contingent payment for the targets set for 2027 willincrease by PLN 2,000 thousand compared to the original recognition,which resulted in an increase in financial costs for 2024 by PLN 1,525thousand (considering the discount).- The contingent payment valuefor the year 2025 remained unchanged.- As a result, as of thebalance sheet date of December 31, 2024, the liability for theconditional payment for the remaining 20% of shares amounted to PLN4,824 thousand (considering the discount).

3. Summary of the total impact on the financial result:

- Financial income related to the change in the value of liabilities forthe purchase of shares in Sempire: +PLN 4,767 thousand (considering thediscount)- Financial costs related to the change in the value ofliabilities for the purchase of shares in Apilo: -PLN 1,525 thousand(considering the discount)- Total impact on net financial result:+PLN 3,242 thousand (considering the discount)

The Company's Management Board emphasizes that the above changes resultfrom the periodic update of liabilities and do not affect the Issuer'scurrent operational activities.