E-Commerce is benefiting from the current economic ......Outperforming Underperforming Better...

E - C o m m e r c e i s b e n e f i t i n g f r o m t h e c u r r e n t e c o n o m i c s i t u a t i o n a n d w e e x p e c t t h e E - C o m m e r c e p e r c e p t i o n t o s t r o n g l y i m p r o v e

May 2020

The coronavirus will provide a long-term boost for

online retailers …”

GCA Altium anticipates a strong increase in E-Commerce M&A activity when

the crisis eases, as investors / buyers are realizing the attractiveness of the sector

and want to invest / buy. The overall M&A market will lack attractive assets,

as most companies will have suffered from the crisis and will need months to recover

3

Positive COVID-19 impact on E-Commerce1

GCA Altium is the #1 E-Commerce M&A advisor2

Get in contact3

Appendix: Valuation overview4

TABLE OF CONTENTS

4

Market

perception

GCA Altium expects E-Commerce market perception from all stakeholders to strongly improve

HOW E-COMMERCE IS BENEFITTING FROM THE CURRENT SITUATION

We see impact on three levelsPositive development across most product verticals

• Strong growth since end of February 2020

• KPIs strongly improving (CAC, re-purchase, AOV, etc.)

• Growth for most product categories

(except for luxury and few others)

Revenues /

KPIs

• Offline players: We got approached by some traditional

retailers which now decided they need to strengthen

E-Commerce inorganically

• Consumers: Broadening customer base is here to stay

due to convenience, speed. However, risk that current

delivery lags in logistics might damage reputation

• Brands/producers: Looking to partner with E-Commerce

players as stores are closed. Better relationship will lead

to better access going forward, also to key brands

• PE investors: Growing interest, but targets need to

be profitable

• Regulators are pushing/supporting E-Commerce as vital

to provide supply for inhabitants

• We expect the positive environment for E-Commerce

to continue post COVID-19

Regulatory

… and outperformance of 2020 budget

… expected to result in lasting change in consumer behavior …

… driven by first-time customers and increased re-purchase rate of existing customers …

Strong growth in orders …

5

50%

60%

70%

80%

90%

100%

110%

120%

1-Jan 8-Jan 15-Jan 22-Jan 29-Jan 5-Feb 12-Feb 19-Feb 26-Feb 4-Mar 11-Mar 18-Mar 25-Mar 1-Apr 8-Apr 15-Apr 22-Apr 29-Apr 6-May

Dax S&P 500 Marketplaces E-Commerce

E-COMMERCE IS OUTPERFORMING STOCK MARKETS

Note: Performance based on closing levels as of 02-Jan-2020 Source: Capital IQ as of 04-May-2020

DAX and S&P 500 performance YTD vs. selected marketplace and E-Commerce players

Low

DAX

Marketplaces

E-Commerce

Uptick from low

(21.8%)24.0%

9.5%48.2%

(36.9%)

(27.2%) 0.0%37.3%

(26.1%)

Performance since Jan-2020

(31.3%)S&P 500 (12.7%)27.1%

Wider subsector performance: 02-Jan-2020 to 04-May-20209.5%

(12.5%) (12.7%) (20.3%) (21.4%) (21.8%) (24.8%) (25.3%) (34.7%) (45.4%)

0.0%

DAXPaymentE-Commerce Social

Networking

Classifieds Diversified

& Portals

Marketplaces S&P 500 Gambling Content

Monetization

Travel

Outperforming Underperforming

Better performance compared to DAX / S&P 500

6

0.6x

0.7x

0.8x

0.9x

1.0x

1.1x


2.0x

3.0x

4.0x

5.0x

6.0x

7.0x

14.0x

16.0x

18.0x

20.0x

22.0x

24.0x

26.0x

10.0x

12.0x

14.0x

16.0x

18.0x

20.0x


WHO declares COVID-19 international emergency

YTD DEVELOPMENT OF VALUATION LEVELSEV/Sales and EV/EBITDA NTM1) multiples have fully recovered

1.0x

EV/Sales First COVID-19 cases in Europe

IT imposes national lockdown

US passes CARES Act2)

Note: Delta calculation based on actual multiples, not rounded to one decimal; 1) NTM = Next twelve months; 2) USD 2tn Coronavirus Aid, Relief, and Economic Security Act; 3) Financial Times, 13-Apr-2020Source: Capital IQ as of 04-May-2020

US/DE order closureof stores, bars, pubs

17.9x

22.8x

EV/EBITDA

04-May

14.4%17.9x15.7x

Delta02-Jan

Marketplaces

E-Commerce

4.1%22.8x21.9x

5.4x

WHO officially declares COVID-19 a pandemic

04-May

17.5%1.0x0.9x

Delta02-Jan

Marketplaces

E-Commerce

7.1%5.4x5.1x

E-C

om

me

rceM

arketp

laces

“Amazon to hire 75k more workers to cope

with demand”3)

US tops 1m COVID-19 cases

7

MEDIA AND ANALYSTS EXPECT A BOOST OF E-COMMERCE BUSINESSES

8

GCA ALTIUM EXPECTS INCREASING INTEREST FROM PE & STRATEGICS IN THE NEXT MONTHS

Selected private equity Selected strategic buyers

GCA Altium has direct access to decision makers at the above mentioned strategic and financial investors and is in regular contact with them. We anticipate a window of opportunity for E-Commerce assets

Raised large amounts of funds that need to be deployed and the post COVID-19 environment will lack

attractive assets

Very acquisitive pool of strategic buyers realizing importance of E-Commerce

9

TABLE OF CONTENTS



Get in contact3


10

GCA ALTIUM – A STRONG M&A BRAND WITH THE RIGHT VALUES ...

What you might know about us … … and what you don’t know about us

25OFFICES ACROSS

THE WORLD

>490M&A

PROFESSIONALS

>145TRANSACTIONS

PER YEAR

157PE DEALS IN

LAST 2 YEARS

49E-COMMERCE, CONSUMER &

RETAIL DEALS INLAST 2 YEARS

50%CROSS-BORDERTRANSACTIONS

ESG mindset

Minimizing plastic waste with water dispensers

and glass bottles

Community

Various charity events around Europe

Culture

GCA Altium events strengthen corporate culture and foster

innovation and teamwork

Trusted relationships with founders

3x

3x

2x

We care about people

3x

11

GCA Altium is a leading advisor to growth companies in Europe with a dedicated global team, ensuring an unparalleled global financial and strategic investor coverage

Singapore

Shanghai

TokyoOsaka

Mumbai

New Delhi Fukuoka

Munich

Milan

Tel Aviv

Zurich

Nagoya

Taipei

Ho Chi Minh

KyotoSan Francisco

New York

Combination of local presence and global expertise

... IN 25 OFFICES AROUND THE WORLD ...

~100M&A

professionals

in the US

~200M&A

professionals

in Europe

~190M&A

professionals

in Asia

Joshua Wepman

• More than 20 years of M&A experience

• Prior to joining GCA, Josh worked for Jefferies in Boston

Daphne Cheng

• 20 years M&A experience in Industrials

• Prior to joining GCA, Daphne worked for KPMG Deal Advisory

Sunil Mehra

• More than 20 years of M&A experience in Industrials

• Prior to joining GCA, Sunil worked for MAPE advisory and Standard Chartered

Kazuo Sakairi

• Executive Officer of GCA with over 25 years of M&A experience

• Prior to joining GCA, Kazuo worked for The Bank of Tokyo (“MUFG”)

Akikazu ‘Kaz’ Ida

• Head of TMT and member of the Executive Committee in Japan

• Prior to joining GCA, Kaz worked for UBS and Dresdner Kleinwort Wasserstein

John Lambros

• Member of GCA’s Board of Directors

• Prior to joining GCA, John worked for Morgan Stanley in New York

Frankfurt

ManchesterLeeds

BirminghamLondon

Stockholm

Lausanne

12

# Advisor Deal volume(# of deals)

1 27

2 13

3 11

4 10

5 8

6 8

7 8

8 7

9 6

10 6

Notes: 1) “Internet / E-Commerce” league table in the DACH-region 2013 until Apr-2020Source: Mergermarket

The right partner with excellent deal momentum

... BEING THE #1 E-COMMERCE ADVISER ...

Leading advisor for Internet & E-Commerce transactions1)…

…with extensive coverage of the Digital Media & Internet sector

Quarterly sector reports covering all key sub-sectors

E-Commerce Marketplaces Online Travel Classifieds

Online Marketing Online Printing Gaming Lead gen

...and strong relationships with renowned players in the industry

Dedicated global E-Commerce coverage…

John Lambros

Sam Fuller

AkikazuIda

Alexander Grünwald

Martin Larsson

Moritz von Bodmann

AlessandroSoprano

Thomas Egli

TobiasSchultheiss

Simon Lord

Joshua Wepman

Hugues Archambault

13Note: Flag to the left: target; flag to the right: acquirer

Selected transactions

EXPERIENCE IN CONSUMER & E-COMMERCE, SPORTS AND DIGITAL MEDIA

Online fashion retail

Advisor to iDeal

Online mobile & fashion

retailerMulti-channel

streetwear

Luxury watch manufacturer

Online perfumery

Sports equipment

Online fashion outlet

Online fashion retail

Online bike retail

Online sportfashion retail

Online board sports retail

Consumer & E-commerce Sports & leisure Digital media

Online opticalretail chain

Audio systems for children

Kitchen & home hub

Online bikeretail

Online travel agency

Online specialty sports

Experience gifts

Online sports nutrition retail

Insurance marketplace

Online education

portalInsurance

marketplace


Online job classifieds

Online B2B classifieds

Online realestate

classifiedsOnline career

portalOnline

classifieds

Online classifieds


Online marketplace

Sensual wellness toys

Children diapers retailer

Online HQpictures

Online furniture retailer

Online golfequipment

14

WHAT BUYERS ARE LOOKING FOR

Our experience from recent deals Key criteria for E-Commerce buyers

What excites PEs

Credibility with customers

Superior customer

economics

High top-line growth AND

strong profitability

USP against Amazon and

Zalando

Strong management team

What excites trade buyers

Access to loyal

customer base

Additional distribution

channel

Market leading position

Strong digital capabilities

Truly international footprint

Sustainabledouble digit growth

Growth

P P PP

Attractive cohorts (low churn, high purchase frequency, low CAC)

Customers

P P PP

Gross margin development / share of private label

Sourcing

P P PP

PCredibility within its

customer group key for investors

Credibility

P PP

Double digit (cash) EBITDA margins

Profitability

P P P( )P

15

KPIs to be prepared and presented to potential buyers

KEY METRICS FOR E-COMMERCE MODELS …

Key MetricsMarket trend Traffic Customers After sales

Focus of analysis:

• What are you

expecting in terms of

overall market growth?

• How is your market

segment benefiting

from the ongoing

online growth?

• What is your

market share?

• What are your key

competitors?

• How do you

differentiate from

competitors?

Focus of analysis:

• What are the sources

of your traffic (paid, TV

and related marketing

vs. unpaid)?

• What are the CPCs for

the paid channels?

• How does the high

brand credibility

drive direct traffic?

• What is your net

promoter score (NPS)?

• How is traffic

developing and what is

the split of the

sources there?

• Mobile share in traffic?

• How high is the CPO?

Shop/front-end

Focus of analysis:

• Benchmarking of

load times for

specific searches

vs. key competitors

• What is the exclusive

(if any) and total #

of products?

• Technology of

front-/back-end

and how scalable and

state-of-the art is it?

• How good is the

filtering function?

• How mobile ready

is the website?

Focus of analysis:

• How high is the

repurchase rate of

existing customers?

• How high is the

churn rate?

• New customers

acquired on average

per month?

• Main traffic source for

new customers?

• How high is the

AOV/CAC (split by new

vs. existing customers)?

• Are older cohorts

spending more?

• Are there differences

on a country by

country basis?

• Customer satisfaction

Focus of analysis:

• Handling time, picking

& shipping costs,

expandability?

• What is share of orders

delivered the

next day?

• Share of drop shipping?

• How is number of

SKUs developing?

Level of working

capital requirements in

order to ensure high

availability?

• How high is the share

of units in stock?

• How high is the share

of returned goods?

• What customer

support KPIs are you

tracking?

Focus of analysis:

• How are conversion

rates developing

across traffic sources?

• How is cancellation

rate developing?

• How high is the

drop out rate?

• Do you have

retargeting measures

in place for customers

having dropped out

before completing their

order?

• Do you track (in-house)

customer service KPIs

(response-time etc.)?

Conversion

16

Questions that need to be addressed in buyer-related documents and meetings

… AND WHAT BUYERS FOCUS ON IN M&A PROCESSES

• Internationalization strategy historically and going forward

• Development of online/offline share historically and in the future

• Lay out key initiatives of future growth plan. Any (new) offline stores planned?

• Profitability of home/core market vs. international operations (P&L by country)?

Strategy

• KPI benchmarking with peers?

• Market shares in respective countries?

• How do you differentiate yourself from potential competitors (e.g. Amazon and Zalando)?Competition

• What are sourcing conditions and what is “secret sauce”?

• Explain your relevant competence, product strategy specialization, best brands, price point, etc.Products/brands

• Source of traffic (direct, search engine (organic/paid), referrals, email, mobile share, CPC, NPS)

• Profound understanding of cohort analysis (# orders, # customers, churn, AOV, repurchase), monthly CLTV and CAC

• What is the focus of your marketing efforts online and offline?Customers/marketing

• Elaborate on unit economics of detailed bottom-up growth plan

• How do you expect to generate further operating leverage?

• NWC development – show DIO, DSO and DPO development and explain monthly peaks

• Cash conversion/current leverage and debt capacity

Financials

• What are the capabilities of your data warehouse (CRM, ERP, marketing and purchasing tools)?

• How do management dash boards and KPI information on real-time basis look like?

• Technology stack: scalable, mobile ready, proprietary and state-of-the art?Technology

• Understanding of which products stored in own warehouse vs. drop shipping (if any)

• Current outbound/inbound/storage capacity utilization levels vs. maximum capacity

• How scalable and up-to-date is your logistics center?

• What is your strategy in regards to inventory levels, SKU, units in stock and what are the associated risks?

Logistics/warehouse

• How dependent is the company on management team?

• Is management willing to reinvest?

• Willingness for financial/trade buyer?

Management/

ownership

17

TABLE OF CONTENTS



Get in contact3


18

GET IN TOUCH

Mario Schlup, Director Guido Viggiani, AnalystAlexander Grünwald, Co-Head Europe Thomas Egli, Managing Director

• Head of Digital, Media & Internet Europe

• Prior to joining GCA, Thomas worked for Deutsche Bank in Frankfurt and London on cross-border M&A transactions

• Graduated from the University of St. Gallen

• Member of GCA’s Board and Co-Head of Europe

• Prior to joining GCA, Alex managed Marchfifteen, Austria's leading media and technology fund

• Graduated from WU Vienna and Boston University

[email protected]+41 43 499 43 47+41 79 620 00 93

[email protected]+41 43 499 43 41+41 79 418 71 13

19

WHY GCA ALTIUM IS THE IDEAL PARTNER FOR E-COMMERCE M&A

#1 M&A advisor

for consumer &

E-Commerce transactions

Global team

with expansive networks and the

ability to “emotionally” position

our clients with potential buyers

Direct global personal

access to key

decision makers

Strong sell-side brand

signaling a quality asset

Outstanding value

realization track

record also in very

challenging times

20

CONTACT US

Ho Chi Minh City ∙ VietnamLevel 21, Saigon Centre Tower 267 Le Loi, Ben Nghe Ward, District 1Ho Chi Minh City

Mumbai ∙ India146, 14th Fl, Maker Chambers VINariman PointMumbai 400021+91 22 6106 9000

Tel Aviv ∙ Israel94 Yigal Alon St., 16th Floor6789140 Tel Aviv+972 3 522 3663

Zurich ∙ SwitzerlandKlausstrasse 4 8008 Zurich+41 43 499 43 43

San Francisco ∙ USAOne Maritime Plaza,San Francisco, CA 94111+1 415 318 3600

Delhi ∙ IndiaVasant SquareLevel 3 Vasant Square MallPocket V, Sector B, Vasant KunjNew Delhi 110070 +91 22 6106 9000

New York ∙ USA640 Fifth AvenueNew York, NY 10019+1 212 999 7090

Munich ∙ GermanyPossartstrasse 13 81679 Munich+49 89 413 120

Paris ∙ France3, rue la Boétie75008 Paris+33 1 73 29 71 55

Milan ∙ ItalyPiazza San Fedele 420121 Milan+39 02 76 01 73 40

Frankfurt ∙ GermanyThurn-und-Taxis-Platz 6 60313 Frankfurt+49 69 204 34 6410

London ∙ UK1 Southampton StreetWC2R 0LR London+44 20 7484 4040

Manchester ∙ UK5th Floor, Belvedere, Booth StreetManchester M2 4AW+44 845 505 4343

Leeds ∙ UKSuite 19, 4th floorOne Park RowLS1 5AB Leeds

Tokyo ∙ JapanPacific Century Place Marunouchi11-1 Marunouchi 1-Chome, Chiyoda-kuTokyo 100-6230+81 3 6212 7100

Singapore9 Temasek Boulevard#41-04 Suntec Tower 2Singapore 038989+65 6455 3051

Osaka ∙ JapanHerbis Osaka Office Tower5-25 Umeda 2-chome, Kita-kuOsaka-shi, Osaka 530-0001+81 6 6456 4306

Shanghai ∙ ChinaG12, 22F, Tower 3, Jing An Kerry Centre1228 Yan’an Road MiddleShanghai 200040+86 21 3107 6056

Fukuoka ∙ JapanAqua Hakata 5F5-3-8 Nakasu, Hakatu-kuHakata City, Fukuoka 810-0801+81 092 287 9546

Nagoya ∙ JapanHirokoji Garden Avenue 4th floor 4-24-16 Meieki Nakamura-ku NagoyaAichi 450-0002

Kyoto ∙ Japan3F KRP BIZ NEXT, Kyoto Research Park Bldg. 493 Chudoji Awatacho, Shimogyo-ku, Kyoto, 600-8815+81 75 315 94 09

Birmingham ∙ UKSuite 203, Somerset House37 Temple StreetB2 5DP Birmingham+44 121 393 5066

Taipei ∙ TaiwanRm A2, 36F, No.68 Sec5 Zhongxiao E Rd, Xinyi DistTaipei City 110

Stockholm ∙ SwedenBiblioteksgatan 8111 46 Stockholm+46 10 209 88 55

Lausanne ∙ SwitzerlandAvenue des Alpes 51006 Lausanne+41 21 552 0314

21

TABLE OF CONTENTS



Get in contact3


22

VALUATION OVERVIEW – E-COMMERCE AND MARKETPLACES

E-Commerce Marketplaces

1 2

Multiples have remained broadly constant despite COVID-19 and will benefit mid-term

Sales CAGR '19-'21 +13.2%

EV/Sales ‘20 1.0x

EV/EBITDA ’20 18.2x

EBITDA margin 2.9%

Sales CAGR '19-'21 14.8%

EV/Sales ‘20 5.4x

EV/EBITDA ’20 22.8x

EBITDA margin 15.6%

23Note: EV/EBITDA below 0.0x or above 100.0x considered not meaningful (“n/m”)Source: Capital IQ as of 04-May-2020

E-Commerce

VALUATION OVERVIEW1

MV EV EV/Sales EV/EBITDA EBITDA margin Sales

Company Country (EURm) (EURm) 2019 2020 2021 2019 2020 2021 2019 2020 2021 CAGR

E-commerce

Amazon.com US 1,058,403 1,084,858 4.2x 3.4x 2.9x 32.7x 26.8x 19.1x 12.9% 12.8% 15.3% 20.1%

JD.com CN 56,835 53,670 0.7x 0.6x 0.5x 37.8x 23.7x 15.5x 1.9% 2.6% 3.3% 18.4%

Ocado Group GB 13,507 13,352 6.7x 5.9x 5.2x n/m n/m n/m (2.3%) 1.1% 3.6% 13.6%

Wayfair US 11,601 12,868 1.5x 1.3x 1.1x n/m n/m n/m (9.0%) (4.2%) (2.1%) 20.0%

Rakuten JP 10,638 11,382 1.0x 0.9x 0.8x 12.8x 11.3x 7.1x 8.2% 8.2% 11.2% 15.1%

Zalando DE 11,180 10,695 1.6x 1.6x 1.3x 41.7x 37.4x 21.3x 4.0% 4.2% 6.0% 13.9%

Vipshop CN 9,215 8,384 0.7x 0.7x 0.6x 10.0x 8.5x 6.9x 6.9% 7.9% 8.7% 7.4%

ZOZO JP 4,622 4,523 4.4x 3.9x 3.6x 19.7x 15.7x 14.0x 22.2% 25.0% 25.6% 10.3%

boohoo group GB 4,338 4,102 3.2x 2.7x 2.0x 35.8x 32.3x 21.3x 8.9% 8.5% 9.4% 26.0%

ASOS GB 2,739 3,293 1.0x 1.0x 0.8x 32.9x 35.3x 13.6x 3.1% 2.9% 6.1% 9.8%

Zur Rose Group CH 1,429 1,579 1.2x 1.0x 0.8x n/m n/m 83.1x (5.2%) (1.0%) 1.0% 21.1%

1-800-FLOWERS.COM US 1,159 1,099 0.9x 0.9x 0.8x 14.5x 13.6x n/a 6.4% 6.5% n/a 7.4%

Shop Apotheke Europe NL 999 1,035 1.5x 1.2x 0.9x n/m n/m 89.3x (3.7%) (0.1%) 1.0% 26.4%

zooplus DE 805 823 0.5x 0.5x 0.4x n/m 47.2x 25.7x (0.8%) 1.0% 1.7% 12.3%

PetMed Express US 687 592 2.4x 2.1x 2.1x 19.8x 18.2x 17.4x 11.9% 11.6% 12.1% 5.9%

AO World GB 383 477 0.4x 0.4x 0.4x 63.9x 27.4x 17.5x 0.6% 1.4% 2.0% 7.8%

Kogan.com Ltd AU 439 421 1.7x 1.3x 1.4x 21.5x 16.3x 15.6x 7.8% 8.2% 8.9% 10.2%

Boozt (publ) SE 312 339 1.1x 1.0x 0.8x 26.5x 17.1x 11.1x 4.0% 5.8% 7.5% 13.2%

Delticom DE 32 119 0.2x 0.2x 0.2x n/m 8.1x 5.9x (2.5%) 2.2% 2.8% 6.7%

home24 DE 88 92 0.2x 0.2x 0.2x n/m n/m 7.3x (8.2%) (1.7%) 2.6% 13.9%

Westwing Group DE 79 33 0.1x 0.1x 0.1x n/m n/m n/m (11.2%) (2.7%) 0.0% 7.0%

Average 56,642 57,797 1.7x 1.5x 1.3x 28.4x 22.6x 23.0x 2.7% 4.8% 6.3% 13.6%

Median 1,429 1,579 1.1x 1.0x 0.8x 26.5x 18.2x 15.6x 3.1% 2.9% 4.8% 13.2%

24

MV EV EV/Sales EV/EBITDA EBITDA margin Sales

Company Country (EURm) (EURm) 2019 2020 2021 2019 2020 2021 2019 2020 2021 CAGR

Marketplaces

Alibaba Group Holding CN 470,266 454,517 7.2x 5.8x 4.4x 24.8x 19.6x 13.5x 28.9% 29.6% 32.7% 27.1%

eBay US 25,590 29,958 3.0x 3.4x 3.2x 10.6x 9.2x 8.6x 28.5% 36.7% 36.6% (2.1%)

MercadoLibre AR 27,795 26,564 12.6x 11.2x 7.4x n/m n/m n/m (3.5%) (5.0%) 3.8% 30.5%

Copart US 16,711 17,101 8.4x 9.1x 7.6x 20.8x 22.8x 18.8x 40.4% 39.7% 40.3% 5.3%

Delivery Hero DE 15,073 14,491 11.7x 6.5x 4.2x n/m n/m n/m (47.2%) (24.4%) (4.6%) 67.1%

Just Eat Takeaway.com NL 13,579 13,799 n/m 7.3x 5.7x n/m 63.4x 39.2x (1.2%) 11.5% 14.6% 141.3%

Etsy US 7,359 7,410 9.9x 8.3x 6.7x 68.4x 49.2x 31.7x 14.4% 17.0% 21.0% 21.8%

Scout24 DE 6,218 7,007 19.3x 22.1x 19.3x 48.5x 38.4x 33.6x 39.7% 57.4% 57.3% 0.0%

B2W - Companhia Digital BR 6,373 6,413 5.8x 5.1x 4.4x n/m 50.6x 36.3x 2.5% 10.0% 12.0% 14.8%

Grubhub US 3,929 4,102 3.4x 3.1x 2.7x 55.7x 57.7x 30.5x 6.1% 5.4% 8.8% 12.6%

Farfetch GB 4,003 3,973 4.2x 3.1x 2.4x n/m n/m n/m (32.3%) (7.2%) 0.4% 34.1%

Shutterstock US 1,160 931 1.6x 1.6x 1.5x 24.2x 11.3x 10.2x 6.5% 14.3% 15.0% 1.0%

Cars.com US 304 921 1.7x 1.9x 1.6x 7.8x 8.0x 5.8x 21.4% 23.3% 28.0% 0.7%

Infibeam Avenues IN 342 329 3.3x 2.7x n/a 21.6x 10.8x n/a 15.5% 25.0% n/a n/a

Average 42,764 41,965 7.1x 6.5x 5.5x 31.4x 31.0x 22.8x 8.5% 16.7% 20.5% 27.3%

Median 6,866 7,209 5.8x 5.4x 4.4x 24.2x 22.8x 24.6x 10.4% 15.6% 15.0% 14.8%

Note: EV/EBITDA below 0.0x or above 100.0x considered not meaningful (“n/m”)Source: Capital IQ as of 04-May-2020

Marketplaces

VALUATION OVERVIEW2

E-Commerce is benefiting from the current economic ......Outperforming Underperforming Better...

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