Sector Update Marketplaces

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Sector Update Marketplaces
Q3 2020

Sector
Update
Marketplaces
Important disclosures appear at the back of this report
GP Bullhound LLP is authorised and regulated by the Financial Conduct Authority
GP Bullhound Inc is a member of FINRA                                             1
Sector Update Marketplaces
EXECUTIVE SUMMARY

 Marketplaces perspectives

 GP Bullhound is a leading technology advisory and investment firm, providing transaction advice and
 capital to category leaders.
 GP Bullhound’s marketplaces sector comprises the broader internet ecosystem, including online marketplaces, online classifieds, online travel
 and e-commerce. This reports aims to provide insights into public and private valuations across the transaction spectrum and qualitative
 insights into broader market trends. We also feature interviews with many of the leading companies and CEOs who are currently transforming
 the sector.

 In Q3, we continued to see a recovery in performance and valuations in most verticals in the Marketplaces sector after the COVID-induced
 shock. As we predicted in Q2, there has been a significant uptick in M&A and private placement activity. Even more significantly, the IPO
 market saw a particularly strong quarter with several landmark listings and filings over the period.

 Based in our London office, Alessandro Casartelli heads the marketplaces practice which has completed over 20 transactions. Several of GP
 Bullhound’s marquee marketplaces advisory transactions and investments are showcased below:

          Glovo                Baltic Classifieds Group             Ontruck                   AutoTrader SA                   Avito.ru
       INVESTMENT BY                 ACQUIRED BY                 INVESTMENT BY                 ACQUIRED BY                 INVESTMENT BY

   GP Bullhound Fund IV,           Apax Partners            GP Bullhound Fund IV,             OLX (Naspers)           Accel, Baring Vostok &
Lakestar, Korelya and others                              Cathay, Atomico and others                                   Vostok New Ventures

           €150M                     UNDISCLOSED                      €25M                     UNDISCLOSED                      $110M

                                                                                                                                                 2
Sector Update Marketplaces
Contents

   1   Key sector takeaways

   2   Recent marketplaces transaction trends

   3   Public company analyses

   4   Marketplaces CEO commentary

   5   Key marketplaces metrics

   6   Appendix A: Public comparables by category

   7   Appendix B: GP Bullhound credentials and team

   8   Appendix C: GP Bullhound corporate overview

                                                       3
Sector Update Marketplaces
Section 1

Key sector takeaways

                       4
Sector Update Marketplaces
GP Bullhound’s views on current trends in marketplaces

          What’s next in the never-ending search to discover the optimal customer acquisition
    1     channels

    2     Beauty and personal care innovation through direct-to-consumer (DTC)

    3     The future of travel landscape

                                                                                                5
Sector Update Marketplaces
GP Bullhound’s views on current trends in marketplaces

                                 What’s next in the never-ending search on discovering the optimal customer
            1                    acquisition channels

   Since the advent of the internet, digital acquisition has evolved from email marketing
    to search engine-driven channels. Initially, email was a new outbound marketing tool
    and search engines catalogued vast inventories of websites.
       −   Marketers used PPC and early SEO techniques such as keyword stuffing,
           excessive tagging and backlinks to generate high rankings and traffic.
       −   Since then, the introduction of social media sites and the implementation of
           online personal data sharing has allowed marketeers to track patterns and
           behavioral trends.
       −   This has been reinforced by smartphone adoption, with the speed and access
           of search increasing SEO innovation has resulted in content and keyword                            DEAL DATE: AUG-20   DEAL DATE: JUL-20
           relevance a much more effective form of generating traffic. Using content                              TTV: £210M           EV: N/A
                                                                                                                EV/ REV: 5.7X       EV/ REV: N/A
           helps with storytelling, sharing and building consumer engagement.
       −   More recently, brands and online sellers have used content to demonstrate
           authenticity and assurance. Content marketing has enabled storytelling and
           ‘word of mouth’ acceleration through sharing.
   Looking to the future, brands will need to create a brand ambassador programme
    and rely less upon the old influencer model.
       −   Gymshark rapidly built a brand through influencer marketing. It consequently
           accelerated the initial engagement through pop-up shops, celebrity
           endorsements and content.
   Third-party marketplaces and new selling channels offer a different model for                             DEAL DATE: JUL-20   DEAL DATE: AUG-20
    customer acquisition, which uses monetisation through conversion rather than just                             TTV: $75M           TTV: $120M
    click, view or visit.                                                                                      TTV/ REV: 0.75X      TTV/ REV: N/A

       −   There is an ecosystem building around third-party sellers, with companies such
           as Orca Pacific helping sellers to optimise customer acquisition, search and
           engagement.

                                        Source: Capital IQ, Pitchbook, Mergermarket as of 30 September 2020                                           6
Sector Update Marketplaces
GP Bullhound’s views on current trends in marketplaces

            2                    Beauty and personal care innovation through direct-to-consumer (DTC)

   The vertical has enjoyed the strongest demand in DTC across male and female
    consumer groups.

   This product category resonates well with consumers because its characteristics suit
    digital distribution and engagement – parcel size relative AOV/price, unit economics,
    and purchase/usage frequency.

       −   Therefore, many DTC beauty and personal care brands have managed to
           convince consumers to skip retail stores and pay a premium for deliveries of
           sustainable and high-quality household goods such as soap, razers and
                                                                                                              DEAL DATE: AUG-20   DEAL DATE: JUL-20
           personal care items.                                                                                    TTV: $47M          TTV: $200M
                                                                                                                 EV/ REV: N/A       EV/ REV: 10X
   Innovation is another area where DTC brands in this segment have thrived.

       −   Categories such as shaving products, which have been traditionally hindered
           due the Gillette monopoly – and more recently players such as Dollar Shave
           Club and Estrid, disrupted the status quo through product development,
           distribution enhancement, and higher engagement with consumers.

       −   In makeup and haircare, brands such as Glossier and Gisou have further
           demonstrated how, through product-led innovation, nascent entrants can
           build a well-engaged consumer offering online, which can in return be
           leveraged into a global brand.

   The global pandemic and lockdowns naturally slowed sales, especially for brands                           DEAL DATE: FEB-20   DEAL DATE: JAN-20
    that also distribute through third-party retailers. However, with structurally low AOV                         TTV: N/A             EV: N/A
    (amongst discretionary consumer categories) and relatively high consumer value                               EV/ REV: N/A        EV/ REV: N/A
    through health and wellness benefits, we expect this segment to continue to capture
    a large share of wallet during these uncertain times.

                                        Source: Capital IQ, Pitchbook, Mergermarket as of 30 September 2020                                           7
Sector Update Marketplaces
GP Bullhound’s views on current trends in marketplaces

            3                     The future of travel landscape

   The online travel sector has been decimated by COVID-19. As we have seen in past
    major crises, in order to survive companies have been forced to re-invent and
    innovate.

   Meanwhile, domestic travel has seen some positive effects as local tourism has
    gained popularity as a result of the mobility restrictions. After initially being
    impacted, platforms like Airbnb and Vacasa have seen a strong uptick in demand.

   Elsewhere, with the travel restrictions continually evolving, alternative transportation
    methods have seen a surge in demand; e.g. bus and train. This is the case for Omio,
    who recently raised $100m to grow its multi-mode search tool.
                                                                                                               DEAL DATE: JUN-20   DEAL DATE: AUG-20
                                                                                                                   TTV: $108M           TTV: $99M
   Regarding accommodation, the pandemic has had a devastating effect on                                        EV/ REV: N/A         EV/ REV: N/A
    traditional providers and online marketplaces. However, the latter are proving to be
    more resilient:

       −   Hotels must work harder to integrate social-distancing requirements. In
           addition, hotels concentrate large crowds, which customers are trying to
           avoid.

       −   Online platforms have leaner structures and lower cost bases.

       −   Online platforms’ broader network allows online platforms to be more flexible
           with their offering in terms of areas, accommodation types and length of
           stay, which lowers the risk.
                                                                                                               DEAL DATE: JUL-20   DEAL DATE: SEP-20
                                                                                                               MARKET CAP: $250M        TTV: $28M
   The landscape is evolving rapidly and therefore companies are forced to re-think
                                                                                                                 EV/ REV: N/A         EV/ REV: N/A
    their targeting strategy. Service providers in this segment will increasingly need to
    use technology and data to effectively target consumers and plug-in the changing
    dynamics of global travel and hospitality; e.g. pricing, demand, supply, transport
    methods, flying restrictions, etc.

                                         Source: Capital IQ, Pitchbook, Mergermarket as of 30 September 2020                                           8
Sector Update Marketplaces
Section 2

Recent marketplaces transaction trends

                                         9
Sector Update Marketplaces
GLOBAL MARKETPLACES TRANSACTION TRENDS

Uptick in financing activity, as well as M&A deal volume
We expect an increase in fundraising activity due to the more stable situation versus Q2 and Q3, as well as an increase in M&A volume due to
consolidation.

M&A deal value on a par with Q3 2019                                                                                                                                                                                Private placement deal value in Q3 2020 strongly growing YoY
                                                                                                                                                                                                                    $50B
                                                                                                                                                                                                                                                                                                                                                                                                                        2,000
$50B
                                                                                                                                                                                                             400
                                                                                                                                                                                                                    $40B
$40B                                                                                                                                                                                                                                                                                                                                                                                                                    1,500
                                                                                                                                                                                                             300    $30B
$30B
                                                                                                                                                                                                                                                                                                                                                                                                                        1,000
                                                                                                                                                                                                             200    $20B
$20B
                                                                                                                                                                                                                    $10B                                                                                                                                                                                                500
$10B                                                                                                                                                                                                         100

                                                                                                                                                                                                                    $0B                                                                                                                                                                                                 0
 $0B                                                                                                                                                                                                         0

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                                                        Total capital invested                                                     Deal count                                                                                                                                 Total capital invested                                                          Deal count

North America’s M&A activity picked up in Q3 2020                                                                                                                                                                   Asia private placement volume lost shares in Q3 2020
100%                                                                                                                                                                                                                 100%

 80%                                                                                                                                                                                                                  80%

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                                                   US and Canada                                         Europe                Asia                Other                                                                                                            US and Canada                                      Europe                       Asia                  Other

                                                                                              Source: Pitchbook as of 30 September 2020
                                                                                              Note: Data includes all “Marketplaces” M&A, private placement deals, and IPOs as defined by Pitchbook regardless of
                                                                                              geography or transaction size.                                                                                                                                                                                                                                                                                                    10
NOTABLE MARKETPLACES M&A DEALS

Marketplaces continue to attract buyout and strategic interest
Q3 2020 saw few deals that show consolidation in the mobility and food delivery sectors, as well as strong interest from buyout funds. We expect to
see further consolidation in Q4.

 Announcement date       Target                              Buyer                            Target description                                          Value ($m)    Implied EV/LTM Rev

Sep-20                                                                                         Savings destination for online and in-store purchases           420.0                     -

Sep-20                                                                                         Online contact lens retailer                                   3,000.0                    -

                                                                                               Operations of Glovo in Peru, Ecuador, Costa Rica,
Sep-20                                                                                                                                                         272.4                     -
                                                                                               Honduras and Guatemala; food delivery services

                                                                                                                                                                                         -
Sep-20                                                                                         Travel booking platform                                          27.8

Sep-20                                                                                         Online real estate advertising services in Italy                     -                    -

Sep-20                                                                                         Platform to buy/rent real estate properties                    1,569.6                    -

Sep-20                                                                                         Online marketplace for auto dealers                             425.0                     -

                                                                                               Parent to 7 dynamic e-commerce retail brands:
Aug-20                                                                                                                                                         250.0                     -
                                                                                               Appleseed’s, Blair, Haband, Gettington, etc.

Aug-20                                                                                         Mobile application for ordering groceries in Dubai              360.0                     -

                                                                                               Classifieds platforms to find job, real estate, products
Jul-20                                                                                                                                                        9,214.3                    -
                                                                                               among other

Jul-20                                                                                         Online housing, car, and job advertising services               211.5                     -

Jul-20                                                                                         E-commerce platform for selling furniture in Turkey             130.0                     -

Jul-20                                                                                         Food and grocery delivery platform                             2,124.0                 5.3x

                                  Source: Capital IQ, Pitchbook, Mergermarket of 30 September 2020                                                                                     11
NOTABLE MARKETPLACES PRIVATE PLACEMENTS DEALS

Food delivery and mobility funding traction continues
Q3 2020 saw strong momentum in mega rounds with multiple transactions completed over $100m, and with special interest in the fitness, real
estate and logistics sector.

 Announcement date       Issuer                                   Lead investor                         Issuer description                                                   Value ($m)
                                                                                                         Online shipping and fulfilment software for small e-commerce
Sep-20                                                                                                                                                                             68.0
                                                                                                         businesses

Sep-20                                                                                                   Online footwear marketplace intended to buy and sell sneakers            100.0

                                                                                                         Commerce platform for selling, distributing, and managing
Sep-20                                                                                                                                                                            185.0
                                                                                                         cloud-based products and services

                                                                                                         Interactive fitness platform intended to transform indoor cycling
Sep-20                                                                                                                                                                            450.0
                                                                                                         and running

Sep-20                                                                                                   Digital platform form home gym training                                  110.0

Sep-20                                                                                                   Online pharmacy delivery services in the US                               75.0

Sep-20                                                                                                   Online real estate marketplace provider                                  220.1

                                                                                                         Instant quoting platform intended to offer a marketplace for
Sep-20                                                                                                                                                                             75.0
                                                                                                         custom manufacturing

                                                                                                         D2C prescription eyewear designed to offer trendy aesthetics at
Aug-20                                                                                                                                                                            120.0
                                                                                                         lower prices

                                                                                                         Online platform to search and book for air, rail, bus, and car
Aug-20                                                                                                                                                                            100.0
                                                                                                         rental across Europe

                                                                                                         Fitness apparel and accessories brand designed to manufacture
Aug-20                                                                                                                                                                            270.9
                                                                                                         clothes and outfits for athletes

Aug-20                                                                                                   Marketplace technology solutions for businesses                          300.0

Jul-20                                                                                                   Online marketplace for health and beauty products                        150.0

                                                                                                         Online platform that allows patients to consult doctors,
Jul-20                                                                                                                                                                             78.7
                                                                                                         psychologists, and healthcare providers

                                  Source: Capital IQ, Pitchbook, Mergermarket as of 30 September 2020                                                                               12
Section 3

Public company analyses

                          13
SELECTED MARKETPLACES PUBLIC COMPANY VALUATIONS

Amazon continues to dominate the marketplaces universe

Market cap values in $bn

  Amazon.com, Inc.                                                                                                                                              1,597.2
    Alibaba Group
    Holding Limited                                                                                              777.5
            (1)
        Prosus N.V.                       146.1
              (2)
        Shopify Inc.                   120.8
       JD.com, Inc.                    112.2
     Pinduoduo Inc.              83.1
   Booking Holdings
         Inc.                   72.0
       Uber
  Technologies, Inc.            66.7
    Recruit Holdings
       Co., Ltd.                64.3
     MercadoLibre,
         Inc.              52.5
           eBay Inc.      40.3
        Wayfair Inc.     28.3
        Peloton
    Interactive, Inc.    27.4
  Ocado Group plc        25.9
       Pinterest, Inc.   23.4
         Zalando SE      22.8
        Chewy, Inc.      22.7
    Trip.com Group
         Limited         22.6
    Delivery Hero SE     22.0
   Zillow Group, Inc.    21.8

                                                  Source: Capital IQ as of 30 September 2020
                                                  (1) Prosus’ market capitalisation includes stake in Tencent (2) Shopify not included in trading comparables             14
SHARE PRICE PERFORMANCE OF KEY MARKETPLACES INDICES

Large caps are the best performing in the sector (LTM)
As the COVID-19 situation persists, we expect volatility to continue to particularly affect the online travel and classifieds segments.

Share price performance L5Y
                                                                                     Share price performance                    L5Y          L3Y          LTM        L6M      Since 01/02
                                                                                     S&P 500 Technology Sector                197.8%        94.0%        41.8%      47.9%        14.7%
                                                                                     Large cap                                359.0%        123.0%       70.4%      58.3%        42.2%
    LTM performance                                                                  E-commerce                               139.0%        84.3%        110.4%     135.0%       86.9%
                                                                                     Online marketplaces                      216.0%        78.3%        46.1%      81.3%        14.8%

     E-commerce                                                                      Classifieds                              172.4%        67.2%        37.0%      82.7%        10.7%

      110.4%
                                                                                     Online travel                             11.8%        (26.8%)     (18.0%)     40.2%       (15.2%)

                          450%

       Large cap          400%

       70.4%              350%

                          300%
 Online marketplaces
       46.1%              250%

                          200%
        S&P 500
      41.8%
                          150%

                          100%

       Classifieds
                           50%
       37.0%                0%

     Online travel        -50%

     (18.0%)
                            30 Sep 15     31 Mar 16       30 Sep 16      31 Mar 17       30 Sep 17       31 Mar 18       30 Sep 18      31 Mar 19     30 Sep 19   31 Mar 20    30 Sep 20

                                  Source: Capital IQ as of 30 September 2020
                                  Notes: GP Bullhound Marketplaces index constituents are aligned with trading comps found in Appendix A.                                                 15
Indicative trading valuation benchmarks

                                                                     CY19-21 rev   LTM gross    EV / CY20E
Verticals              Selected companies                            growth (1)    margin (1)   revenue (1)

      Large cap                                                           50%           50%          6.5x

     E-commerce                                                           16%           42%          2.4x

 Online marketplaces                                                      29%           53%          5.8x

      Classifieds                                                         3%            66%          11.8x

     Online travel                                                       (14%)          73%          4.6x

                        Source: Capital IQ as of 30 September 2020
                        (1) Average                                                                           16
GP BULLHOUND MARKETPLACES INDEX VALUATIONS

Indices trading in line with 5-year averages
The recent correction has moved valuations to below 5-year averages for most segments. Valuations in the Large cap index remain the most
stable due to their diversification.

EV/NTM revenue trends L5Y
                                                                                 EV/NTM revenue average                    L5Y           L3Y       LTM         L6M    Since 01/02
                                                                                 Large cap (1)                             6.6x         6.5x       7.1x        7.8x      8.6x
                                                                                 E-commerce                                5.2x         5.6x       5.0x        5.3x      5.7x
                                                                                 Online marketplaces                       4.0x         4.1x       4.5x        5.1x      5.7x
                                                                                 Classifieds                               3.1x         2.8x       2.7x        3.3x      3.8x
10.0x                                                                            Online travel                             1.9x         1.9x       1.9x        2.2x      2.5x

 9.0x
                                                                                                                                                                                9.0x

 8.0x

 7.0x

 6.0x                                                                                                                                                                           5.7x

                                                                                                                                                                                5.4x
 5.0x

 4.0x                                                                                                                                                                           3.9x

 3.0x
                                                                                                                                                                                2.4x
 2.0x

 1.0x

 0.0x
    Sep-15      Mar-16       Sep-16           Mar-17             Sep-17            Mar-18            Sep-18            Mar-19             Sep-19          Mar-20       Sep-20

                               Source: Capital IQ as of 30 September 2020
                               (1) Prosus excluded from Large cap, revenue multiple not meaningful for comparison (data skewed by Tencent stake)                                       17
MARKETPLACES 2020 IPO ACTIVITY

COVID-19 creating uncertainty for 2020 listed marketplace
companies
                                                                                                                                                               Description: Online real estate
                                                                                                                                                     (1)        marketplace
                                                                                                                                                               Listing date: 16 September 2020
                                                                                                                                                               Offering amount: N/A
                                                                                                                                                               Offering price/share: N/A

                                                                                                                                                               Description: Online retailer of
                                                                                                                                                                fast-moving consumer goods
Marketplaces stocks listed in 2020                                                                                                                             Listing date: 16 September 2020
                                                                                                                                                               Offering amount: £1.9bn
                                                                                              Description: Online used-car
                                                                                                                                                               Offering price/share: £5
 300%                                                                                          trading platform
                                                                                              Listing date: 9 June 2020
                                                                                              Offering amount: $468m
 250%
                                                                                              Offering price/share: $22
                            Description: Online retailer of mattresses
 200%                        and other bedding products
                            Listing date: 6 February 2020
                            Offering amount: $100m                                                                                                                   135.4%
 150%
                            Offering price/share: $14.5                                                                                                             4 months

 100%
                                                                                                                                                                      19.6%
MARKETPLACES FUTURE IPOS

Anticipation is building ahead of 2021 IPOs

Filings to look for in the next 12 months

Company                       Headquarters               Total funding                       Verticals            Description

                                                                                                                  Online mobility platform with operations for over 550m users
                                                         $21.2bn                             Mobility
                                                                                                                  across Asia, Latin America and Australia

                                                                                                                  Online property rental marketplace focused on short-term
                                                         $5.4bn                              Hospitality
                                                                                                                  travel stays

                                                         $3.3bn                              Online marketplace   Operator of online auction portals

                                                                                                                  On-demand food delivery services connecting customers with
                                                         $2.5bn                              Online delivery
                                                                                                                  local businesses

                                                         $2.2bn                              Online delivery      Online grocery delivery services marketplace

                                                                                                                  Online social commerce marketplace intended to help users
                                                         $153m                               Internet retail
                                                                                                                  buy, sell and share their personal style

                                                                                                                  Online marketplace for automobiles. It also provides loans
                                                         $133m                               Online marketplace
                                                                                                                  and insurance services

                               Source: Capital IQ, Pitchbook, Mergermarket, Crunchnase
                               Note: Total funding refers to total debt and equity funding                                                                                       19
Section 4

Marketplaces CEO commentary

                              20
CEO profile

                                                               Investors
                  Poole,
                  UK

OnBuy is the world's fastest-growing marketplace selling everything from pet
supplies, homeware to beauty and toys. Launched in November 2016, OnBuy
created a fairer, more transparent marketplace that puts its buyers and sellers first.
From household names to smaller independent retailers, OnBuy offers sellers the
same advantages as the leading marketplaces but in a new way that benefits
everyone. Moreover, we do not compete with sellers by offering own branded
products.
                                 “The events of 2020 have dramatically accelerated the move
                                 towards a digital economy. Consumer adoption of eCommerce was
                                 steadily on the rise even before the pandemic struck, but the events
                                 of this year have accelerated the inevitable uptick in online shopping
                                 beyond what anyone could predict.
                                 An increase in sales for online retailers was to be expected, however
                                 this situation has naturally posed challenges, as retailers have been
                                 forced to diversify supply chains to keep up with increased demand,
                                 or expand their product ranges to ensure consistent income as
                                 shopping habits change with the ever-evolving consumer landscape.
                                 At OnBuy, we can certainly attest to the growth and diversification
                                 trends - we've achieved 600% year-on-year growth for the second
                                 consecutive year and we've seen monthly seller sign ups to our
                                 marketplace triple as online retailers look to diversify their income
                                 streams. We offer millions of products across thousands of categories,   Marketplace
                                 and while we initially saw an expected increase in sales across          Merchant
        Cas Paton                                                                                         Logistics 2020
                                 gaming and entertainment categories, as well as home workout and
        FOUNDER & CEO
                                 office equipment, as we enter the biggest quarter of the year we’re      Award
                                 seeing increased interest in tech, beauty products and clothing.”
                                                                                                                       21
CEO profile

                                                             Investors
                  London,
                  UK

HURR is the smart way to rent your wardrobe, on-demand. The UK's leading wardrobe
rental platform allows members to share clothes and accessories, securely and in
seconds. HURR has been named the “Airbnb of Fashion”, disrupting fashion ownership
and paving the way towards a more sustainable future. Discover and rent curated
edits of contemporary and luxury brands, accessing trend led pieces and coveted
one offs. Welcome to a new way to wardrobe.

                              “Unlike the more traditional rental model, HURR members can both
                              rent and lend, allowing everyday women to play a role in both the
                              demand and supply side of a truly circular fashion model.
                              As a data-driven tech platform with over three years of information,
                              we have access to a highly targeted user group, their behaviours /
                              insight into top rented brands and pricing analytics.
                              Data informs every part of our decision-making process, from the
                              brands we choose to work with through to the products we feature.
                              Rather than building a highly complex platform, existing fashion
                              brands should utilise existing rental technologies to access the sharing
                              economy.
                              The newly launched HURR x Selfridges Rental Collection is the perfect
      Victoria Prew           hybrid - providing the need for newness (that the fast fashion model
      CO-FOUNDER & CEO        relies upon) in a more affordable, sustainable way.”

                                                                                                         22
Section 5

Key marketplaces metrics

                           23
Common marketplaces headline financial KPIs
Tracking metric               Calculation                                        Description

                                                                                    GMV (Gross Merchandise Value) is the total value of merchandise sold through a
                                  GMV = Total value of transactions
    GMV / (Take rate %)
                              
                                                                                     marketplace
                                 Take rate (%) = % * GMV
                                                                                    Take rate is the commission that the company collects on sales

                                                                                    Include growth metrics:
                                  Net revenue = Total revenue less sales tax,             YoY / MoM
 Net revenue / (growth %)
                                                                                     −
                                  returns and cancellations                           −   CAGR
                                                                                      −   Organic vs. acquisition

                                 Annual Run Rate Revenue (ARRR)
                                                                                    Indicator of financial performance which takes a company’s current revenue in a
 Annual Run Rate Revenue         Calculation:                                       certain period and converts to an annual figure to get the full-year equivalent
          (ARRR)                  −   ARRR = revenue in period / # of days in
                                                                                    Implied assumption that present financial environment will not change significantly
                                                                                     and sensitive to seasonal fluctuations in revenue
                                      period x 365

  Gross profit / (margin %)
                                 Net revenue = less COGS,
   Contribution margin I          discounts/promotions
                                                                                    True calculation of gross profit includes any discounts
           (CM1)

  Contribution margin II /       CMII = CMI less logistics & packing, service
                                                                                    Business profitability following customer/order servicing
    (CMII margin %)               costs & payment fees

  Contribution margin III /      CMIII = CMII less sales and marketing costs       Is the business profitable following customer acquisition and marketing efforts
    (CMIII margin %)

                                                                                    Underlying profitability of the business after all overheads and HQ costs
                                  EBITDA = CMIII less HR overhead, HQ costs &
 EBITDA (EBITDA margin %)
                              
                                  other general & administrative costs              If currently not profitable, does EBITDA margin progression give an indication of when
                                                                                     the business could reach breakeven

                                                                                                                                                                           24
Common marketplaces headline financial KPIs
Tracking metric              KPI                                                  Description
                                Visits (gross & unique)
                                Sign-ups
                                                                                      Track overall visits funnel and conversion of traffic into leads, transactions and
      Traffic statistics         Organic vs. Paid traffic                         
                             
                                                                                      revenue
                                Application (mobile/tablet) vs. Desktop
                                Conversion rates by channel

                                Orders / customer
                                Product split (%) – e.g. private label vs. 3rd
                                                                                      Further analyse traffic funnel and understand conversion into revenue
      Order statistics
                                                                                  
                                 party
                                                                                     Order metrics can help analyse and shape product strategy/segmentation
                                Return rate (%)
                                Average order value (AOV)

                                New vs. Repeat consumers / order / revenue          Consumers can be analysed by cohort e.g. by first purchase
    New vs. Repeat stats        New marketing spend                                 Run cohorts to look at customer retention over time to spot trends and ROI on sales
                                Repeat marketing spend                               and marketing initiatives

                                                                                     Cost of acquiring one consumer/user
                                                                                      All S&M expenses for new consumers. Sometimes excludes personnel management
 Customer acquisition cost      CAC = Sales & marketing spend / number of
                                                                                  
                                                                                      S&M costs
         (CAC)                   new consumers
                                                                                     CAC strategy can typically vary on a seasonal basis as S&M efforts, e.g. ramp-up or
                                                                                      slowdown

  Customer lifetime value       CLV = Gross margin (%) x retention (%) x AOV
                                                                                     Value a consumer contributes to a business over their lifetime
         (CLV)                                                                       Projected on a cohort basis e.g. 1-year, 2-year, 5-year etc.

                                                                                     How much value is a business making from consumers in relation to how much it
                                                                                      cost to acquire them
       CLV:CAC ratio            CLV:CAC = CLV / CAC
                                                                                     Good benchmark is 3:1. 1:1 or below suggests a business loses money as it scales. If
                                                                                      the ratio is too high (e.g. 5:1 or higher) this business could be under investing

                                                                                                                                                                             25
Section 6

Appendix A: Public comparables
by category

                                 26
Public comparables – Large cap
                                                         Market
                               % of 52    Perf. since                  EV                EV / Revenues                     EV / EBITDA                     Gross margin (%)                   EBITDA margin              2019-2021 CAGR
                                                          cap
                              week high   1 Feb 2020
            Company HQ                                    (USD)       (USD)     CY2020      CY2021       CY2022   CY2020    CY2021       CY2022   CY2019       CY2020         LTM    CY2020      CY2021       CY2022   Revenue    EBITDA
Large cap
Large cap
Amazon      United States       89%          57%        1,577,166   1,597,176    4.3x        3.7x         3.1x    30.1x      24.1x       18.9x    41%           40%           40%    14%          15%         17%       24%        24%
Alibaba     China               98%          42%        795,403     777,545      8.4x        6.6x         5.3x    27.4x      21.0x       16.5x    46%           45%           45%    31%          32%         32%       28%        27%
Prosus      The Netherlands     87%          28%        150,466     146,135      5.9x        4.6x         3.8x    19.3x      15.5x       12.3x    n.a.          39%           35%    30%          30%         31%       219%       n.a.
JD.com      China               90%         106%        121,111     112,174      1.0x        0.9x         0.7x    34.9x      24.2x       18.0x     9%           15%           8%      3%          4%           4%       24%        51%
Pinduoduo   China               75%         111%         88,804      83,123     11.7x        7.6x         5.8x    n.m.       n.m.        42.7x     77%          78%           77%    (14%)        3%          14%       57%        n.m.
eBay        United States       85%          55%         36,464      40,252      3.7x        3.5x         3.3x    10.1x       9.6x        8.9x     77%          78%           77%    37%          37%         36%       3%         6%
Pinterest   United States       98%          88%         24,929      23,377     16.0x       12.0x         9.2x    n.m.       n.m.        60.9x     70%          69%           68%     2%          8%          15%       31%       200%
Rakuten     Japan               93%          36%         14,590      12,646      0.9x        0.8x         0.7x    13.3x       9.3x        6.0x     72%          76%           n.m.    7%          9%          12%       14%       (10%)

Mean                            89%          65%        351,117     349,054      6.5x        5.0x         4.0x    22.5x      17.3x       23.0x     56%          55%           50%     14%         17%         20%       50%        49%
Median                          89%          56%        104,957      97,649      5.1x        4.2x         3.5x    23.3x      18.2x       17.2x     70%          57%           45%     11%         12%         16%       26%        25%

                                            Source: Capital IQ as of 30 September 2020
                                            Note: Prosus includes OLX, PayU, iFood, Delivery Hero, Swiggy, Tencent, Mail.ru and other smaller e-commerce companies                                                                        27
Public comparables – E-commerce
                                                                  Market
                                         % of 52    Perf. since               EV                EV / Revenues                     EV / EBITDA                     Gross margin (%)                  EBITDA margin              2019-2021 CAGR
                                                                   cap
                                        week high   1 Feb 2020
                       Company HQ                                 (USD)      (USD)     CY2020      CY2021       CY2022   CY2020    CY2021       CY2022   CY2019       CY2020         LTM   CY2020      CY2021       CY2022   Revenue    EBITDA
E-commerce
Online fashion
Zalando                Germany            100%         95%        23,464    22,814      2.5x        2.1x         1.8x    38.0x       30.8x      24.2x     43%           42%          41%    7%           7%          8%       19%        23%
VIP Shop               China              64%          23%        10,572     9,363      0.7x        0.6x         0.5x     9.0x       7.0x        6.2x     22%           21%          22%    7%           8%          9%       11%        23%
Farfetch               United Kingdom     79%         106%        8,544      8,508      5.5x        4.2x         3.4x     n.m.       n.m.       60.1x     46%           45%          45%    (5%)         1%          6%       41%        n.m.
ASOS                   United Kingdom     94%          64%        6,626      7,255      1.7x        1.5x         1.2x    24.2x       19.5x      16.1x     49%           48%          48%    7%           8%          8%       14%        65%
boohoo.com             United Kingdom     87%          22%        5,635      5,367      2.7x        2.2x         1.8x    27.7x       22.5x      18.2x     54%           54%          54%    10%         10%          10%      30%        32%
Stitch Fix             United States      86%          18%        2,829      2,707      1.5x        1.3x         1.1x     n.m.       n.m.       37.2x     44%           45%          44%    (3%)        (0%)         3%       11%        n.a.
Global Fashion Group   Luxembourg         85%         215%        1,276      1,101      0.7x        0.6x         0.5x     n.m.       17.7x      10.1x     41%           n.a.         41%    (0%)         4%          5%        6%        n.m.
The RealReal           United States      59%            -        1,268      1,135      3.6x        2.6x         2.1x     n.m.       n.m.        n.m.     65%           65%          64%   (35%)       (14%)         (5%)     17%        n.m.
Rev olv e              United States      67%          (8%)       1,142      1,015      1.7x        1.4x         1.2x    18.8x       13.9x      10.4x     54%           50%          51%    9%          10%          11%      10%        15%

Vertical E-commerce
Peloton                United States      97%         207%        28,649    27,440      9.8x        6.6x         4.8x     n.m.       n.m.       42.0x     42%          44%           46%    12%          7%          11%      85%        n.a.
Wayfair                United States      83%         211%        27,760    28,335      2.0x        1.8x         1.5x    45.6x       51.1x      32.9x     23%           28%          26%    4%           4%          5%       31%        n.m.
Ocado                  United Kingdom     94%         120%        26,166    25,943      8.6x        7.5x         6.7x     n.m.       n.m.        n.m.     34%           37%          34%    2%           3%          6%       23%        46%
HelloFresh             Germany            89%         135%        9,697      9,292      2.4x        2.1x         1.9x    22.0x       19.6x      15.6x     62%           66%          65%    11%         11%          12%      44%        194%
Stamps                 United States      74%         223%        4,235      4,004      5.6x        5.3x         n.a.    18.7x       18.3x       n.a.     72%           75%          74%    30%         29%          n.a.     15%        15%
1-800-flowers.com      United States      76%          64%        1,606      1,529      0.9x        0.9x         n.a.     9.5x       9.0x        n.a.     42%           42%          42%    9%          10%          n.a.     17%        36%
Zooplus                Germany            93%         102%        1,331      1,333      0.6x        0.6x         0.5x    29.2x       26.8x      20.3x     29%           30%          26%    2%           2%          3%       14%        90%
AO World               United Kingdom     99%         175%        1,318      1,445      0.9x        0.8x         0.8x    24.5x       18.9x      15.3x     16%           16%          17%    4%           4%          5%       16%        101%
Casper Sleep           United States      45%          n.a.        289        256       0.5x        0.4x         0.3x     n.m.       n.m.       12.8x     49%           51%          49%   (11%)        (3%)         3%       20%        n.m.
Blue Apron             United States      25%          85%         126        170       0.4x        0.4x         0.3x     n.m.       8.4x        5.9x     39%           38%          38%    0%           4%          6%        3%        n.m.
Oponeo                 Poland             79%          30%         115        101       n.a.        n.a.         n.a.     n.a.       n.a.        n.a.     19%           n.a.         19%    n.a.        n.a.         n.a.     n.a.       n.a.
SRP Groupe             France             45%         (24%)        114        117       0.1x        0.2x         0.2x     6.7x       5.4x        4.8x     n.a.          n.a.         34%    2%           3%          3%        1%        n.m.
MySale Group           Australia          83%          31%          61        61        n.a.        n.a.         n.a.     n.a.       n.a.        n.a.     n.a.          n.a.         9%     n.a.        n.a.         n.a.     n.a.       n.a.

E-Commerce - Others
Chewy                  United States      73%         107%        22,575    22,699      3.3x        2.7x         2.3x     n.m.       n.m.       77.1x     23%          25%           24%    0%           2%          3%       31%        n.m.
B2W                    Brazil             70%          (4%)       8,963      9,031      5.3x        4.9x         4.1x    61.7x       43.0x      30.6x     30%          33%           30%    9%          11%          13%      24%        40%
Ov ertstock.com        United States      57%         795%        3,106      2,921      1.3x        1.2x         1.0x    58.1x       37.4x      25.3x     20%           22%          22%    2%           3%          4%       30%        n.m.
Cimpress               Ireland            52%         (37%)       1,954      3,610      1.5x        1.3x         1.3x     9.0x       7.7x        7.4x     n.a.          n.a.         50%    17%         17%          17%      (1%)       (0%)
Shutterstock           United States      88%          20%        1,904      1,637      2.5x        2.3x         2.2x    15.3x       13.3x      11.9x     58%           58%          58%    16%         18%          18%       4%        13%
Yelp                   United States      54%         (38%)       1,469      1,164      1.4x        1.3x         1.1x    16.7x       8.1x        6.2x     94%           93%          93%    8%          16%          18%      (4%)       (18%)
CEWE                   Germany            82%          (6%)        791        841       1.0x        1.0x         0.9x     6.6x       6.1x        5.6x     73%           73%          76%    16%         16%          16%       2%         2%
Quotient Technology    United States      65%         (27%)        668        647       1.5x        1.3x         1.2x    13.6x       9.2x        8.1x     43%           47%          39%    11%         14%          14%       8%        25%
Jumia Technologies     Nigeria            33%          33%         637        450       2.5x        1.9x         1.4x     n.m.       n.m.        n.m.     46%           64%          55%   (90%)       (62%)        (36%)     12%        n.m.
Groupon                United States      32%         (65%)        586        363       0.2x        0.3x         0.3x    14.6x       3.0x        2.7x     53%           48%          49%    2%          11%          12%      (29%)      (27%)
Boqii                  China              69%          n.a.        213        458       n.a.        n.a.         n.a.     n.a.       n.a.        n.a.     n.a.          n.a.         19%    n.a.        n.a.         n.a.     n.a.       n.a.
Qliro Group            Sweden             60%          (7%)        122        153       n.a.        n.a.         n.a.     n.a.       n.a.        n.a.     n.a.          n.a.         24%    n.a.        n.a.         n.a.     n.a.       n.a.
Delticom               Germany            68%         (10%)         55        152       0.2x        0.2x         0.2x     8.8x       6.4x        n.a.     27%           27%          23%    2%           3%          n.a.      7%        n.m.

Mean                                      72%          80%        5,882      5,812      2.4x        2.0x         1.6x    22.8x       17.5x      20.3x     44%           46%          42%    2%           5%          7%       16%        37%
Median                                    74%          31%        1,469      1,445      1.5x        1.3x         1.2x    18.7x       13.9x      15.3x     43%           45%          41%    4%           7%          7%       14%        24%

                                                      Source: Capital IQ as of 30 September 2020                                                                                                                                                28
Public comparables – Online marketplaces
                                                                Market
                                       % of 52    Perf. since               EV                EV / Revenues                     EV / EBITDA                     Gross margin (%)                   EBITDA margin              2019-2021 CAGR
                                                                 cap
                                      week high   1 Feb 2020
                      Company HQ                                (USD)      (USD)     CY2020      CY2021       CY2022   CY2020    CY2021       CY2022   CY2019       CY2020         LTM    CY2020      CY2021       CY2022   Revenue    EBITDA
Online marketplaces
Uber                  United States     87%          1%         63,936    66,712      5.2x        3.7x         2.9x     n.m.       n.m.       56.3x     51%          53%           35%    (20%)        (2%)         5%       13%        n.m.
Mercado Libre         Argentina         85%          63%        53,810    52,541      14.8x      11.1x         8.2x     n.m.       n.m.        n.m.     48%          48%           54%     6%           5%          8%       44%        n.m.
Deliv ery Hero        Germany           90%          47%        22,946    21,976      7.7x        4.8x         3.3x     n.m.       n.m.        n.m.     30%          20%           18%    (22%)        (6%)         (0%)     78%        n.m.
Takeaway.com          Netherlands       93%          19%        16,725    16,782      6.7x        5.6x         4.7x    48.6x      36.9x       25.0x     73%          66%           65%     14%         15%          19%      147%       n.a.
Carv ana              United States     95%         181%        15,488    16,896      3.1x        2.2x         1.6x     n.m.       n.m.        n.m.     13%          14%           13%     (5%)        (0%)         2%       41%        n.m.
Etsy                  United States     86%         149%        14,514    14,331      9.5x        8.4x         6.9x    32.3x      29.9x       22.9x     68%          71%           69%     29%         28%          30%      45%        60%
Lyft                  United States     51%         (42%)       8,598      6,874      2.8x        1.8x         1.4x     n.m.       n.m.       40.6x     43%          46%           43%    (32%)        (8%)         3%        2%        n.m.
GrubHub               United States     91%          34%        6,674      6,761      4.1x        3.6x         3.0x     n.m.      44.7x       29.7x     48%          34%           32%     5%           8%          10%      20%        (10%)
Kakaku.com            Japan             89%          (1%)       5,401      5,258      10.7x       9.1x         8.1x    23.5x      21.3x       17.7x     n.a.         n.a.          101%    46%         43%          46%       1%        (8%)
CarGurus              United States     53%         (39%)       2,444      2,344      4.5x        3.7x         3.2x    22.5x      18.1x       12.9x     94%          92%           93%     20%         20%          25%       4%        30%
Moneysupermarket.com United Kingdom     66%         (20%)       1,854      1,890      4.1x        3.8x         3.5x    13.0x      11.0x       10.0x     70%          66%           67%     31%         34%          35%      (0%)       (3%)
Gruppo MutuiOnline    Italy             92%          25%        1,047      1,137      4.5x        4.4x         4.1x    15.6x      14.8x       12.7x     44%          n.a.          47%     29%         30%          32%      (1%)        1%
Redbubble             Australia         88%         330%         794       759        2.2x        2.1x         1.8x    31.9x      19.5x       15.9x     15%          n.a.          19%     7%          11%          11%      21%        139%
TrueCar               United States     77%          35%         540       406        1.4x        1.6x         1.5x    11.8x      45.8x       22.7x     91%          91%           91%     12%          3%          7%       (14%)      (32%)

Mean                                    82%          56%        15,341    15,334      5.8x        4.7x         3.9x    24.9x      26.9x       24.2x     53%          55%           53%     9%          13%          17%      29%        22%
Median                                  88%          29%        7,636      6,818      4.5x        3.7x         3.3x    23.0x      21.3x       22.7x     48%          53%           50%     10%          9%          11%      17%        (1%)

                                                    Source: Capital IQ as of 30 September 2020                                                                                                                                                 29
Public comparables – Classifieds
                                                                     Market
                                            % of 52    Perf. since               EV                EV / Revenues                     EV / EBITDA                     Gross margin (%)                   EBITDA margin              2019-2021 CAGR
                                                                      cap
                                           week high   1 Feb 2020
                          Company HQ                                 (USD)      (USD)     CY2020      CY2021       CY2022   CY2020    CY2021       CY2022   CY2019       CY2020         LTM    CY2020      CY2021       CY2022   Revenue    EBITDA
Classifieds
Property, cars, general
Zillow                    United States      98%         120%        23,056    21,764      6.8x        4.5x         3.0x     n.m.       n.m.       66.4x     n.a.         n.a.          n.a.    4%           4%          5%       34%        121%
Adev inta                 Norway             95%          40%        11,721    11,871      14.7x      12.5x        11.4x    58.1x      42.4x       35.8x     62%          n.a.          62%     25%         30%          32%       9%         9%
Autohome                  China              98%          26%        11,431     9,584      7.6x        6.8x         6.0x    17.8x      15.3x       13.4x     91%          89%           91%     43%         44%          45%       7%         7%
REA Group                 Australia          90%          3%         10,383    10,458      19.2x      15.3x        13.3x    32.6x      23.7x       20.9x     71%          91%           71%     59%         65%          64%       2%        13%
Scout24                   Germany            93%          26%        8,772      6,676      16.2x      14.6x        13.0x    27.4x      23.9x       20.9x     76%          n.a.          76%     59%         61%          62%       4%        (14%)
Rightmov e                United Kingdom     88%          (7%)       7,054      7,004      27.0x      18.8x        17.5x    40.4x      25.1x       23.2x     77%          67%           77%     67%         75%          76%      (0%)       (2%)
Auto Trader               United Kingdom     92%          (2%)       7,029      7,394      17.0x      18.4x        14.6x    27.1x      23.3x       20.3x     n.a.         n.a.          n.a.    63%         79%          72%      (8%)       (4%)
Info Edge                 India              98%          32%        6,344      6,155      39.0x      33.0x        27.7x     n.m.       n.m.       75.2x     53%          n.a.          53%     33%         35%          37%       3%         9%
Redfin                    United States      90%         105%        4,967      4,788      5.7x        4.3x         3.4x     n.m.       n.m.       71.8x     19%          22%           17%     1%           2%          5%       19%        n.m.
carsales.com              Australia          96%          28%        3,646      3,962      13.2x      11.8x        10.8x    23.3x      21.5x       19.4x     84%          n.a.          84%     57%         55%          56%       5%         8%
Bitauto                   China              99%          4%         1,122      2,557      2.2x        1.8x         1.7x     n.m.      18.9x       18.2x     60%          61%           63%    (27%)         9%          9%       (5%)       111%
Purplebricks              United Kingdom     55%         (33%)        292       254        2.2x        2.1x         1.8x     n.m.      28.6x       15.4x     58%          n.a.          61%     1%           7%          12%      (9%)       n.m.

Jobs
Recruit Holdings          Japan              90%          (1%)       65,037    64,331      3.2x        3.0x         2.7x    27.3x      22.4x       18.4x     53%          n.a.          53%     12%         13%          15%      (2%)       (3%)
SEEK                      Australia          88%          0%         5,369      6,599      6.0x        5.6x         4.8x    27.2x      23.6x       16.9x     44%          n.a.          44%     22%         24%          28%      (1%)       (8%)
51job                     China              84%          8%         5,238      3,765      7.3x        6.6x         5.8x    21.5x      19.3x       17.3x     70%          66%           69%     34%         34%          34%      (2%)        2%
Freelancer                Australia          59%          6%          154       146        n.a.        n.a.         n.a.     n.a.       n.a.        n.a.     83%          n.a.          83%     n.a.        n.a.         n.a.     n.a.       n.a.
DHI Group                 United States      59%         (19%)        110       137        1.0x        0.9x         n.a.     4.8x       4.1x        n.a.     89%          89%           88%     21%         23%          n.a.     (1%)       (2%)
JcbNext                   Malaysia           92%          (3%)         46        14        n.a.        n.a.         n.a.     n.a.       n.a.        n.a.     60%          n.a.          60%     n.a.        n.a.         n.a.     n.a.       n.a.

Mean                                         87%          19%        9,543      9,303      11.8x      10.0x         9.2x    27.9x      22.5x       30.2x     66%          69%           66%     30%         35%          37%       3%        18%
Median                                       91%          5%         5,856      6,377      7.5x        6.7x         6.0x    27.2x      23.3x       20.3x     66%          67%           66%     29%         32%          34%       1%         5%

                                                         Source: Capital IQ as of 30 September 2020                                                                                                                                                 30
Public comparables – Online travel
                                                            Market
                                   % of 52    Perf. since               EV                EV / Revenues                     EV / EBITDA                     Gross margin (%)                   EBITDA margin              2019-2021 CAGR
                                                             cap
                                  week high   1 Feb 2020
                 Company HQ                                 (USD)      (USD)     CY2020      CY2021       CY2022   CY2020    CY2021       CY2022   CY2019       CY2020         LTM    CY2020      CY2021       CY2022   Revenue    EBITDA
Online travel
Booking.com      United States      82%          (7%)       70,050    71,958      9.4x        6.2x         5.0x    48.5x       17.5x      12.7x    100%          100%          102%    19%         36%          39%      (13%)      (16%)
Trip.com         China              80%          (3%)       18,323    22,563      8.4x        5.1x         4.1x     n.m.       23.7x      16.4x     79%           74%          78%     8%          21%          25%      (5%)       (8%)
Expedia          United States      66%         (15%)       12,949    20,061      3.6x        2.4x         1.9x     n.m.       14.4x       9.1x     83%           68%          76%     (2%)        17%          20%      (17%)      (19%)
MakeMyTrip       India              51%         (33%)       1,586      1,435      6.1x        2.8x         1.9x     n.m.       n.m.       61.0x     n.a.          n.a.         38%    (37%)        (6%)         3%        3%        n.m.
Webjet           Australia          27%         (65%)        945        946       13.0x       6.8x         4.0x     n.m.       57.1x      11.1x     70%           73%          58%    (69%)        12%          36%      (31%)      (61%)
Triv ago         Germany            39%         (41%)        548        397       1.1x        0.7x         0.5x     n.m.       18.4x       6.2x     99%           96%          98%    (11%)         4%          9%       (23%)      (49%)
On The Beach     United Kingdom     49%         (39%)        497        519       5.6x        2.9x         2.5x     n.m.       10.2x       8.2x     n.a.          n.a.         53%     6%          28%          31%       8%         2%
Despegar.com     Argentina          41%         (57%)        445        262       1.8x        0.5x         0.5x     n.m.       11.2x       3.1x     66%           33%          59%    (78%)         5%          15%      (4%)       (4%)
Edreams Odigeo   Luxembourg         42%         (45%)        319        873       2.4x        2.2x         1.7x    16.9x       13.0x       7.8x     n.a.          n.a.         83%     14%         17%          21%      (24%)      (30%)
Lastminute.Com   Netherlands        39%         (55%)        229        195       0.9x        0.7x         0.5x    33.2x       5.0x        3.3x     19%           n.a.         74%     3%          13%          17%      (15%)      (28%)
Holidaycheck     Germany            52%         (34%)        101        90        3.6x        0.9x         0.7x     n.m.       9.6x        7.0x     72%           n.a.         44%    (190%)        9%          11%      (24%)      12%
Hostelworld      Ireland            36%         (64%)         83        54        2.8x        1.0x         0.6x     n.m.       19.7x       2.5x     n.a.          n.a.         100%   (113%)        5%          22%      (23%)      (66%)
Trav elzoo       United States      52%         (37%)         73        73        1.3x        1.0x         0.8x     n.m.       6.1x        6.8x     89%           85%          87%     (1%)        16%          12%      (17%)       6%

Mean                                50%         (38%)       8,165      9,187      4.6x        2.5x         1.9x    32.9x       17.2x      11.9x     75%           75%          73%    (35%)        14%          20%      (14%)      (22%)
Median                              49%         (39%)        497        519       3.6x        2.2x         1.7x    33.2x       13.7x       7.8x     79%           74%          76%     (2%)        13%          20%      (17%)      (18%)

                                                Source: Capital IQ as of 30 September 2020                                                                                                                                                 31
Section 7

Appendix B: GP Bullhound credentials & team

                                              32
GP Bullhound’s recent advisory activity in the marketplaces
space

   ACQUIRED BY     ACQUIRED BY     ACQUIRED BY     ACQUIRED BY     SALE OF EQUITY   ACQUIRED BY
                                                                      STAKE BY

   INVESTMENT BY   INVESTMENT BY   INVESTMENT BY   INVESTMENT BY   INVESTMENT BY    INVESTMENT BY

   INVESTMENT BY   ACQUIRED BY      ACQUIRED BY    ACQUIRED BY      ACQUIRED BY     ACQUIRED BY

                                                                                                    33
GP Bullhound’s recent investing activity in the marketplaces
space

  INVESTMENT BY   INVESTMENT BY   INVESTMENT BY   INVESTMENT BY   INVESTMENT BY

      Fund IV         Fund III        Fund III        Fund IV         Fund III

                  CIBELES
  INVESTMENT BY   INVESTMENT BY   INVESTMENT BY   INVESTMENT BY   INVESTMENT BY

      Fund III        Fund IV         Fund IV         Fund IV         Fund I

                                    Angels

                                                                                  34
Authors

       Alessandro Casartelli                      Dipam Patel                 Joaquin del Rio
          EXECUTIVE DIRECTOR                    VICE PRESIDENT                      ANALYST
     Alessandro.Casartelli@gpbullhound.com   Dipam.Patel@gpbullhound.com   Joaquin.Delrio@gpbullhound.com

                                                                                                            35
Section 8

Appendix C: GP Bullhound corporate overview

                                              36
We partner with global tech
leaders to build the future

                              37
ABOUT GP BULLHOUND

A leading technology advisory and investment firm
Mergers & Acquisitions                                                                           Investments
We are the no. 1 global advisor (1) to leading technology                                        Through our investment team, we provide investors with access to
companies in competitive international sale and acquisition                                      category leading technology companies.
processes.                                                                                       Our five closed-end funds have a total value of more than €280m
The firm has completed 420 successful M&A transactions to date,                                  and our limited partners include institutions, family offices and
worldwide, with a total value of over $18bn.                                                     entrepreneurs.
             BALTIC CLASSIFIEDS
  ESSENCE                         FILTER            FALCON.IO            JELLYFISH                    SPOTIFY               SLACK              MARIADB        UNITY          GLOVO
                    GROUP

                                                                                                   GP BULLHOUND         GP BULLHOUND        GP BULLHOUND   GP BULLHOUND   GP BULLHOUND
                                                                                                     FUND III              FUND IV             FUND V         FUND IV        FUND IV

Capital Transactions                                                                             Insights & Events
We are a leading global advisor to companies and their owners                                    Our events and speaking activities bring together thousands of
on capital related transactions including venture capital, growth                                leading digital entrepreneurs and technology investors
capital, acquisition funding, secondary block trades and initial                                 throughout the year.
public offerings.                                                                                Our thought-leading research is read by thousands of decision-
The firm has completed 120 rounds of financing for technology                                    makers globally and is regularly cited in leading newspapers and
companies to date, with a total value of $2bn.                                                   publications.
                                                                                                    TECHNOLOGY             TITANS               SUMMIT       NORTHERN       INVESTOR
 INNOGAMES     DELIVERY HERO      ECOVADIS           SIGNAVIO        PRODIGY FINANCE
                                                                                                   PREDICTIONS             OF TECH             MARBELLA    TECH AWARDS      ALLSTARS

                                  (1) League table data represents selected transaction advisors. Time period is 2016-Q4 2019. Global M&A transactions
                                  between $10m and $300m                                                                                                                               38
Our focus sectors

 SOFTWARE     DIGITAL   MARKETPLACES   FINTECH    DIGITAL
               MEDIA                             SERVICES

                                                           39
                                                    Confidential
                                                              39
Joy Abiola             Robert Ahldin    Johannes Akermark        Seth Alpert         Claudio Alvarez          Erik Andershed
                                                                                                                                                                                                 VICE PRESIDENT          SENIOR ADVISOR         DIRECTOR          SENIOR ADVISOR            PARTNER              DATA SCIENTIST

                                                                                                                                                                                                Susanna Andersson        Anna Arce-Leplau     Reda Ben Larbi       Adam Birnbaum         Karl Blomsterwall        Bev Boettcher
                                                                                                                                                                                                 OFFICE MANAGER          FUND OPERATIONS        ANALYST              DIRECTOR              ASSOCIATE             OFFICE MANAGER
                                                                                                                                                                                                                             MANAGER

                                                                                                                                                Guillaume Bonneton      Caoimhe Bradley            Felix Bratell           Joyce Byrne        Hugh Campbell          Jon Cantwell      Charlotte Carew-Gibbs        Ian Carroll
                                                                                                                                                      PARTNER           OFFICE MANAGER           VICE PRESIDENT          OFFICE MANAGER     MANAGING PARTNER           PARTNER              HR MANAGER          DIRECTOR FINANCE

Alessandro Casartelli     Gioia Cerbelli    Gaia Cibrario       Iman Crisby         Eric Crowley         Alec Dafferner        Joakim Dal           Natalie Dean      Carlos de la Esperanza   Joaquin del Rio Briones    Freddie Dodge       Carolin Drewes      Geneshe Edelman         Jennifer Eller          Fraenze Gade
     EXECUTIVE             ASSOCIATE          ANALYST            EXECUTIVE           DIRECTOR               PARTNER             PARTNER             VP FINANCE               ANALYST                 ANALYST                 ANALYST           ASSOCIATE          OFFICE MANAGER        RESEARCH EDITOR             VP EVENTS
      DIRECTOR                                              DIRECTOR MARKETING

    Ravi Ghedia         Hampus Hellermark   Inge Heydorn      Olivia Hornstein         Elsa Hu             Javed Huq          Okan Inaltay        Staffan Ingeborn       Miguel Kindelán          Alon Kuperman           Maria Lazareva    Pierce Lewis-Oakes      Andrea López            Felix Lutjen       Ashleigh MacDonald
     DIRECTOR              ASSOCIATE          PARTNER        OFFICE MANAGER          EXECUTIVE             DIRECTOR            ASSOCIATE          NON-EXECUTIVE            EXECUTIVE                EXECUTIVE               PERSONAL            ASSOCIATE        DESIGN COORDINATOR          ANALYST            FINANCE MANAGER
                                                                                      DIRECTOR                                                        DIRECTOR              DIRECTOR                 DIRECTOR              ASSISTANT

 Manish Madhvani          Marvin Maerz      Alexis Majos      Bulat Mardanov       Victoria Martin        Jaime Moreno      Candice Mostisser   Praveena Muthukumar       Simon Nicholls            Dave Nish             Jason Nordlicht     Sandra Núñez        Brandon Overmyer         Adam Page           Victoria Palma Ehrichs
MANAGING PARTNER         VICE PRESIDENT       ANALYST           ASSOCIATE            PERSONAL          DIRECTOR STRATEGY       ANALYST               VP FINANCE              PARTNER              VP TECHNOLOGY             ASSOCIATE       GRAPHIC DESIGNER       VICE PRESIDENT        VICE PRESIDENT               PERSONAL
                                                                                     ASSISTANT                                                                                                                                                                                                                       ASSISTANT

   Dipam Patel             Ben Prade           Ed Prior      Sven Raeymaekers    Joel-Oskar Raisanen    Julian Riedlbauer    Daniel Roberts        Manon Rodier            Per Roman              Cecilia Roman           Johan Roslund        Jesper Rothe        Oliver Schweitzer       Alexis Scorer        Jaime Sendagorta
 VICE PRESIDENT            EXECUTIVE         ASSOCIATE            PARTNER              ANALYST               PARTNER           ANALYST               ANALYST           MANAGING PARTNER          SENIOR ADVISOR          VICE PRESIDENT          ANALYST              EXECUTIVE             EXECUTIVE            VICE PRESIDENT
                            DIRECTOR                                                                                                                                                                                                                                   DIRECTOR              DIRECTOR

  Minya Shidhaye          Kevin Siagam        Joy Sioufi      Sir Martin Smith       Greg Smith           Maria Sosna         Joe Tabberer           Eddie Tam             David Travis             Vincent Wei           Carl Wessberg      Nikolas Westphal       Jade Williams        Evgeny Yakovlev          Matthew Young
     ANALYST               ASSOCIATE         EXECUTIVE            CHAIRMAN            PARTNER           OFFICE MANAGER      VICE PRESIDENT           DIRECTOR           GENERAL COUNSEL             ASSOCIATE               PARTNER             EXECUTIVE             PERSONAL               ANALYST                ANALYST
                                              DIRECTOR                                                                                                                                                                                           DIRECTOR            ASSISTANT

                                                                                                                                                                                                                                                                                                                                40
Global marquee transactions
Baltic Classifieds Group   GP Bullhound Fund III        EcoVadis           GP Bullhound Fund III       Innogames
      ACQUIRED BY              INVESTED IN             INVESTMENT BY           INVESTED IN            INVESTMENT BY
    Apax Partners                 Spotify          CVC Growth Partners            Klarna           Modern Times Group

      UNDISCLOSED                REALISED                 $200M                   ACTIVE             €260M VALUATION
                             (DIRECT LISTING)

 GP Bullhound Fund IV            Jellyfish         GP Bullhound Fund I             Filter               13th Lab
      INVESTED IN             INVESTMENT BY            INVESTED IN             ACQUIRED BY             ACQUIRED BY
         Slack                Fimalac Group               Avito                   Merkle               Facebook

       REALISED                   £500M                  REALISED              UNDISCLOSED             UNDISCLOSED
   (DIRECT LISTING)                                (ACQUIRED BY NASPERS)

                                                                                                                       41
GP BULLHOUND INSIGHTS & EVENTS

Thought-leading independent technology research –
connecting people in the tech industry
   Titans of Tech          Technology       Software      Digital Services      Fintech
  PANDEMIC PROOF?          PREDICTIONS    GLOBAL MARKET    GLOBAL MARKET     GLOBAL MARKET
                                           PERSPECTIVES     PERSPECTIVES      PERSPECTIVES

      Summit              Northern Tech     Investor       Conference        Market Update
     MARBELLA                AWARDS         ALLSTARS        RECEPTIONS         WEBINARS

                                                                                             42
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Any and all opinions expressed are current opinions as of the date appearing on the documents      report: Accel Partners, Alibaba, Amazon, Glovo, Orca Pacific, Playtomic, Prosus, The Hut Group,
included in this research report.                                                                  and Uber.

                                                                                                                                                                                                  43
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