NB

to

Analyst Meeting

October 12th, 2016

Welcome

NB 2

Overview NetBooster

NB 3

Company Overview

€5.5m

EBITDA

2016e

GROSS MARGIN

2016e

€41m

NB 4

Core Services

NB 5

Some of Our Key Clients

NB 6

Industry Context

Traditional advertising (TV, print, outdoor

and radio) is stagnating

On the contrary digital marketing is

expected to experience high levels of

growth over the coming years

Transparency in TV buying

(programmatic) will increase and agency

fees will drop dramatically

As a result, the Big 6 Media Network’s

(WPP, Publicis, Dentsu/Aegis, Omnicom,

IPG, Havas) core business will stagnate

and their margins will come under severe

pressure

Nimble players like NetBooster will be

able to take advantage of the

considerable growth opportunities

presented, as all media goes digital, while

their larger competitors will need to deal

with bloated cost structures

Total Media Advertising Spend – Key European Markets

Source: Netbooster, eMarketer

UK (GBP, bn) 2014 2015 2016 2017 2018 2019 CAGR

Digital 7.2 8.1 8.9 9.7 10.6 11.3 9.5%

TV 3.9 4.1 4.3 4.3 4.4 4.4 2.3%

Print 2.8 2.7 2.6 2.5 2.5 2.5 -2.5%

Outdoor 1.0 1.1 1.1 1.1 1.1 1.1 2.3%

Radio 0.3 0.4 0.4 0.4 0.4 0.4 0.9%

TOTAL 15.3 16.3 17.2 18.1 18.9 19.7 5.2%

France ($, bn) 2014 2015 2016 2017 2018 2019 CAGR

Digital 3.0 3.2 3.4 3.6 3.8 3.9 5.2%

TV 4.3 4.3 4.3 4.4 4.4 4.5 0.8%

Print 3.6 3.3 3.2 3.1 3.0 2.9 -3.8%

Outdoor 1.7 1.7 1.7 1.7 1.7 1.8 1.1%

Radio 1.0 1.0 1.0 0.9 0.9 0.9 -0.4%

TOTAL 13.5 13.5 13.6 13.7 13.9 14.0 0.7%

Germany ($, bn) 2014 2015 2016 2017 2018 2019 CAGR

Digital 6.3 6.6 7.0 7.3 7.6 7.9 4.8%

TV 5.7 5.9 6.0 6.2 6.2 6.3 2.1%

Print 9.3 9.0 8.7 8.5 8.3 8.2 -2.4%

Outdoor 1.3 1.4 1.4 1.5 1.5 1.5 2.1%

Radio 1.0 1.0 1.0 1.0 1.0 1.0 -0.2%

TOTAL 23.5 23.8 24.1 24.4 24.6 24.9 1.1%

NB 7

Competitors

The big advertising networks act

under their sub-brands (iProspect,

etc.)

Only Aegis, WPP and Publicis

compete with NetBooster and are of

a comparable size

Havas, IPG and Omnicom are not

prepared for a digital world

All medium sized competitors have

disappeared from the map (100-300

employees)

Therefore smaller agencies have the

space to develop (up to 100 employees)

After reaching a certain size they get

bought by the Networks (e.g. Trakken,

55, Summit, Stickyeyes)

Big 6 Media Networks Regional Players

Top 5 Performance Advertising Agencies

1. Dentsu Aegis (iProspect)

2. WPP (MediaCom)

3. Publicis (Performics)

4. NetBooster / PM Digital

5 Omnicom (OMD)

NB 8

Market Trends

A convergence of channels and focus on pure performance

A realisation amongst the client base that branding can also be performance driven

A pent up demand amongst multinational companies for a full service provider

capable of delivering across product and geography

Data is driving transparency

TV is becoming digital and digital marketing with us

NB 9

Key Achievements 2016

NB 10

Corporate Finance | Key Achievements 2016

Refinancing and Growth Capex

NetBooster managed to refinance the convertible bond (€10.7m) and secure

a credit facility for future growth (€10m) based on the turnaround achieved in

the prior two years

Capital Increase

The growth finance facility required a capital increase of minimum 10% prior

to it being drawdown

Weinberg Capital Partners underwrote a 15% capital increase in September

thus fulfilling this obligation

Acquisition of 4Ps Marketing Ltd

Following the completion of the refinancing and capital increase, NetBooster

was in a position to acquire 4Ps and fulfil it’s strategic ambitions in the UK

Size and presence in the UK make us credible and on the radar for blue chip

UK based clients

Brought on board an excellent management team that will drive forward a

new third pillar in NetBooster’s European Footprint

NB 11

Refinancing

On the 18th of March 2016 NetBooster closed a landmark €20.7 financing agreement

Crédit du Nord was the lead arranger, with the financing pool consisting of Tikehau

Investment Management’s NOVI I fund, BNP Paribas, Société Générale and HSBC

The senior secured credit facility is composed of two tranches:

€10.7m used to reimburse the convertible bonds that were due at the end of March

2016, as well as smaller outstanding loans

€10m tranche to finance the company’s growth plans

Refinancing Credit Facilities – Key Terms and Conditions

Source: Netbooster

Tranche A1 / B1 A2 / B2

Amount €5.35m / €5m €5.35m / €5m

Amount drawned €5.35m / €2.1m €5.35m / €2.1m

Product Euro PP Term Loan

Type Bullet Amortizing

Term 6 years 5 years and 9 months

Interest 6 Months Euribor (Floor: 0) + 4.3% 6 Months Euribor (Floor: 0) + 2.1%

Cash Impact Repayment: A1: 2022: €5.35m; B1: 2022: €TBD Repayment: A2: 2016: €0K, 2017-2021: €1.07m p.a. B2: €TBD

NB 12

Share Price and Trading Volume

Source: Netbooster

Capital Increase

On the 1st of September, NetBooster completed a 15% capital increase of 2,437,730 ordinary

shares, which were fully subscribed by Fonds Nobel, a private equity investment fund that is

owned and managed by Weinberg Capital Partners

The capital increase raised €5.3m in additional equity, which has been earmarked for further

international expansion, both organically and M&A led

0

100

200

300

400

500

600

1,5

1,7

1,9

2,1

2,3

2,5

2,7

2,9

05/10/2015 03/11/2015 02/12/2015 31/12/2015 29/01/2016 29/02/2016 29/03/2016 27/04/2016 26/05/2016 24/06/2016 25/07/2016 24/08/2016 22/09/2016

Vo

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usa

nd

s

Shar

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rice

€

Share Price Volume

NB 13

20%

18%

14% 12%

12%

12%

8% 4%

Professional Services Fashion and Beauty

Travel Motoring

Property Education

4Ps Marketing Acquisition

London based agency established in 2008,

principally focussed on Search Engine

Optimisation (SEO), Paid Search and to a lesser

degree analytics, with around 70 employees and

circa 60 active clients

Unique opportunity to expand in Europe’s largest

digital advertising market and add a seasoned

management team with a proven capacity to

deliver and well connected in the industry

Acquired business has strong financials, an

efficient operational structure and fits culturally

with NetBooster. Moreover, it enables NetBooster

to better deploy existing resources within the

Group where needed

Deal was structured to ensure alignment of

interest and success

4Ps Industry Breakdown

NB 14

H1 Results

NB 15

Gross Margin evolution YoY by Region

Source: NetBooster

Gross Margin (I)

4795

2038

5046

3572

1212 760

4062

2329

6931

2805

1686

982

0

1000

2000

3000

4000

5000

6000

7000

8000

France UnitedKingdom

DACH NorthernEurope

SouthernEurope

MiddleEast

GM 2015 H1 GM 2016 H1

Gross margin was up 7.9% in H1 2016, coming

in at €18.8m versus €17.4m in H1 2015

The DACH region continued to be the largest

contributor geographically, increasing it’s share

from 29% in H1 2015 to 37% in H1 2016 and

accounting for €6.9m in GM. metapeople

Netherlands, acquired in Q3, 2015, added 3%

points to that increase

France retained second place, despite the

business suffering a year-on-year top line

decrease, with GM hitting €4.1m. The signs for

the second half look more positive

Southern Europe grew 39%, with the acquisition

of Media Diamond playing a big role in the jump.

GM contribution hit €1.7m

The Nordics lost ground to €2.8m, especially

due to restructuring in Sweden and Finland

The Middle East and UK continued to perform

extremely well, with growth of 39% and 14%

respectively, with the UK coming in at €2.3m

and the Dubai based entity at €1m

NB 16

2016 Gross margin Per product

Source: NetBooster

PPC continued to hold the mantle of largest

channel in the first half of 2016 increasing in

size by 9% year on year to €7.7m

Media and Social Media combined increased

by a massive 50% to hit €3.6m, with the

consolidation of Media Diamond playing a

significate role, but also the move up the value

chain into branding budgets showing up in the

H1 numbers

SEO grew by 18% and represented €2.4m,

with the Dutch acquisition adding to that

business, as well as good organic growth

Affiliate came off in line with the general fall in

the Nordics, where it is a key offering, whilst

data declined due to the end of the PSA

project

Gross Margin (II)

PPC 41%

SEO 13%

Media 15%

Data 12%

Affiliate 10%

Design 5%

Social Media

4%

NB 17

818

277

1507

-532

181

84

307

497

975

87

133

149

20%

12%

22%

-19%

11%

9%

6%

24%

19%

2%

11%

20%

-1 000 -500 0 500 1 000 1 500 2 000

France

United Kingdom

DACH

Northern Europe

Southern Europe

Middle East

EBITDA 2015 H1 EBITDA 2016 H1EBITDA by region

Source: NetBooster

EBITDA

France in particular saw a big rebound in

it’s profitability jumping from 6.4% to

20.1% in H1 2016 and delivering €0.8m in

EBITDA

DACH pushed EBITDA margins higher

too, going from 19% to 22%, with the

nominal amount hitting €1.5m for the first

half

The UK saw a decrease with margins to

12% and EBITDA hitting c. €0.3m on the

back of hereto flagged investment in

personnel due to growth

Southern Europe’s margins remained

stable at 11%, with the rise in the nominal

figure to c.€0.2m, owing to increased GM

The decrease in GM in the Nordics fed

straight through to the bottom line with

EBITDA going negative €0.5m. This is

expected to improve in the second half of

the year, as new clients and structural

changes take effect

Ebitda

margin

NB 18

Update Marketing

NB 19

2016 Focus Areas

1. Marketing Department | Establishing marketing as a true business function

2. Reach & Recognition | Global impact through consistent & coordinated global

marketing efforts

3. Visibility & Credibility | Through key activities:

• Events: 3rd Party & Hosting our own

• PR: Showcasing positive news & promoting consistently across all markets

• Content: Improving the frequency, quality and specificity of content

4. Brand Development | CVI, Positioning, Messaging & Brand Architectures

With NetBooster experiencing a fast recovery, Marketing

becomes a key focus area to support future growth.

NB 20

2015

22 Press Releases

161 Pieces of Coverage

FR 142 articles

DE 14 articles

UK 5 articles

PR Activity 2016

2016 (YTD)

21 Press Releases

10 Financial

11 Industry

314 Pieces of Coverage

FR 239 articles

DE 21 articles

UK 54 articles

Pipeline (until EOY)

8 Press Releases

NB 21

Headline Events During 2016

NB 22

Example: UK Announcement Promotions

Display

Paid Social

Media Coverage

Social

Videos

Internal Comms

Home Page Take Over | Marketing Week

Super Leaderboard | The Drum

Campaign Landing Page

Print Ads | The Drum & Marketing Week

NB 23

“The material in this presentation is general background information about NetBooster SA, to

date, prepared by NetBooster SA. This information is given in a summary form and does not

purport to be complete. This presentation, including forecast financial information should not be

considered as advice or recommendation to investors or potential investors in relation to

acquiring, selling or transfer by any means NetBooster’s securities. Before acting on any

information included into this presentation, one should consider the appropriateness of the

information, any relevant offer document and especially should seek for independent financial

advice. It is reminded that all securities involve financial risks.

This presentation may contain forward looking statements including statements regarding our

intent, belief or current expectations with respect to NetBooster’s businesses and operations,

market conditions, results of operation and financial condition, specific provisions and risk

management practices. These statements are based on the current expectations and

assumptions of NetBooster’s management and they are, therefore, subject to risks and

uncertainties. Many factors can impact NetBooster’s results and performance, thus forecasts and

hypothetical examples are subject to uncertainty and contingencies outside NetBooster’s control.

Results and performance can be materially different from any future results or performance that

may be expressed or implied by the forward looking statements contained in this presentation.

NetBooster does not undertake to implement any of the actions and operations that may be

described in the forward looking statements. Moreover, we remind you that past performance is

not a reliable indication of future performance.”

Disclaimer