[PPT] - Fyber N.V. 30 April 2020 1 2 3 4 Agenda Highlights & PowerPoint Presentation

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Full year results 2019

Fyber N.V.

30 April 2020

SLIDE 2

1

Highlights & news

Agenda

2

Products & differentiators

3

Global growth market

4

Financials &

utlook

2

SLIDE 3

1 Highlights & news

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We build technology that empowers app developers to grow their business through quality advertising

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Highlights 2019

Product & business

▪

22% growth in programmatic business YoY in 2019; programmatic is 66%

f overall revenue

▪

Successful ongoing roll-out of Fyber’s proprietary monetization technology Fyber FairBid

▪

2019 was the first year relying solely on the core business – full ad space supply is in-app and comes exclusively from direct integrations with app developers

Financials

▪

Adjusted EBITDA improved by +62%; Positive adjusted EBITDA in Q4 2019

▪

Operational cost base reduced by 20% YoY in 2019

▪

Completed debt restructuring and returned to positive equity position

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Preliminary Q1 2020 financials

▪

36% growth of programmatic business in Q1 2020

▪

Overall revenue +12% growth to €31 million; adjusted EBITDA of €-1 million

Initial effects from COVID-19 on Fyber

▪

Fyber’s mix of advertising sources shifted:

▪

Stable development of performance advertising

▪

Decrease in brand advertising spend

▪

Decline in revenue margin due to mix effects

▪

Initiated cost saving initiatives to maintain goal of positive

adj. EBITDA for the full year 2020

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2 Products & differentiators

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Publisher Buyer

Fyber’s comprehensive solution

State-of-the-art publisher-facing app monetization

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Fyber FairBid

The evolution of app monetization

Why Fyber? In-app header bidding Mediation

■

Pro: get access to a large amount of ad partners with one integration

■

Con: ad partners bidding one at a time based on predefined ranking

■

Con: potential revenue loss for publishers & ad spot loss for advertisers

■

Con: increased manual effort by publishers to establish the ranking

■

Con: limited number of advertisers that publishers can enable

■

Enables publishers to offer every ad opportunity to all demand partners in real-time

■

All demand partners, regardless

f their technical integration,

participate in every auction

■

Highest bid wins = true yield

ptimization for publishers

■

Maximize competition = Maximize revenue

■

In web, header bidding created an uplift of 20%-50% in publisher revenue

■

Proven expertise in mediation and real-time bidding

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Extensive network of over 180 programmatic demand partners

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Advanced analytics tools, granular data & intuitive dashboard

■

Partnerships in place with market leading ad networks & strong pipeline

Previously Now up

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APP

Global programmatic marketplace

Fyber Marketplace

Open auction Private marketplace Audience & data tools Fyber Direct Top brand DSPs Top performance DSPs

■

Healthy demand mix creating a superior user experience

■

Clean, direct traffic (SDK integration)

■

Over 180 directly integrated buyers and advertising partners

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Top 4 performer in AdLibertas ranking Top 3 banner demand source, Top 7 interstitial demand source in AppoDeal ranking

Source: Ad Libertas, Top Network Performance 2019, Appodeal Performance Index, H1 2018 Edition

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Boosts revenue, retention, and re- engagement

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Non-intrusive opt-in ad format, popular among gaming publishers

■

Enables users to explore more free content within the app, driving engagement and retention

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Differentiation through technology & service

Seconds Seconds ▪ Technology & innovation: first-to- market true app bidding with Fyber FairBid ▪ One-stop-shop for publisher, covering all aspects of in-app advertising ▪ Expert guidance for publishers by

ur monetization experts

▪ Deliberate focus on publisher-side

f value chain

▪ Direct technical publisher integrations ▪ Diversified revenue base by geography and product

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Our growth strategy is based on technology & innovation

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Our programmatic business grew 22% in 2019 YoY Innovations in areas of fastest market growth laying foundations for long-term value creation

Existing products New products

Sustainable, loyal client network based on SDK integrations with a consistent retention rate of 85%+

Existing publishers

Onboarded 100+ high-profile publishers in 2019 | Strong client pipeline for 2020

New publishers

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3 Global growth market

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The Opportunity | Fyber is wholly focused on in-app, the fastest growing segment in digital advertising

Source: eMarketer, October 2019, US market

2019

In-app 83% ($82bn) Mobile Web 17% ($17bn)

In-App is dominating US mobile advertising spend

17 99 120 138 153 167 23 22 23 22 21 7 9 11 13 14 2019 2020 2021 2022 2023

Mobile Desktop Connected TV US digital ad spend in $bn

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In-app dominates digital

in terms of ad spend & user time

Users spend

>3hrs/day

n mobile (more than on

TV)

f that within apps

80%

Source: eMarketer 2018, 2019 / App Annie 2020, data for 2019

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3.2 billion active smartphone users $120 billion global user spend

n apps

$190 billion global mobile ad spend 200 billion app downloads worldwide

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Gaming

not just for kids

The gaming audience spans all ages, is highly engaged, and is more likely to make purchases.

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4 Financials &

utlook

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Fyber’s programmatic business is on a positive momentum despite challenging business environment

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Adj. EBITDA
4
2
1.9

0.6

7.2
1.3
0.3
1.7

0.6

2.7

Q1 Q2 Q3 Q4 Full year 2018 2019

Total operating cost

14.2 13 13.2 12.9 53.3 11.2 10.1 10.8 10.9 43 Q1 Q2 Q3 Q4 Full year 2018 2019 12.4 15.2 16.9 22 65 14.5 18.6 20.3 25 79 Q1 Q2 Q3 Q4 Full year 2018 2019 29.3 29.5 31.1 38.6 128.5 27.5 26.6 28.6 36.3 119.0 Q1 Q2 Q3 Q4 Full year 2018 2019

+22% +62%

19%
7%

Total revenue Programmatic business revenue

SLIDE 22

▪

FY’2019: -7% in revenue; slight decline due to external market effects in the offer wall segment; revenue fully based on core business

▪

Q4’19: -6% in revenue due to the decline in the non-programmatic business. The programmatic business grow by 14%

▪

FY’2019: Cost of sales includes revenue share to 3rd parties and other components, 6% decrease YoY, resulting in 16% gross profit margin Q4’19: 85% of revenue

▪

FY’2019: Operational cost base reduced by 20% YoY, based on completed integration of former group companies Q4’19: Operational cost base reduced by 18% YoY

▪

FY’2019: 62% improvement in adj. EBITDA Q4’19: Positive adj. EBITDA of €0.6 million

Full year Q4 In € million 2019 2018

YoY change

2019 2018

YoY change

Revenue 119.0 128.5

7%

36.3 38.6

6%

Cost of sales (99.5) (105.6) 6% (30.6) (30.0) 1% Gross profit 19.5 23.0

15%

5.6 8.6

15%

IT cost* (9.7) (11.2) 13% (2.5) (2.5)

R&D cost*

(11.6) (13.5) 14% (2.8) (3.6) 22% S&M cost* (15.0) (19.6) 23% (3.5) (4.8) 27% G&A cost* (6.8) (9.0) 24% (2.1) (1.9) 7% Total operating cost* (43.0) (53.3) 19% (10.9) (12.9) 16% EBITDA* (2.7) (7.2) 63% 0.6 0.6

EBITDA margin*
2.3%
5.6%

3.3pp 1.6% 1.7% 0.1pp

Key Financials 2019

Revenue fully based on in-app and core business 20% reduction in operational cost enabled adj. EBITDA improvement

*Note: Adjusted, non-IFRS figures excluding one-off impacts such as impairment of goodwill, acquisition related costs and option plans.

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Revenue Composition 2019

Programmatic business grew +22% FY 2019 YoY, +14% Q4 2019 YoY

FULL YEAR Q4 In € million 2019 2018 % Change 2019 2018 % Change Programmatic business 79 65 22% 25 22 14% Non-programmatic business 39 57

32%

11 17

35%

One-off effects 1 7

86%
0.5

n/a Total revenue 119 129

7%

36 39

8%

▪ Total revenue declined by 7% in 2019 YoY and 8% in Q4 YoY, due to changes in the market environment effecting the wider industry ▪ Ongoing growth in programmatic business ▪ Set stable foundations: revenue now exclusively coming from core business, fully in-app, direct technical integrations with publishers only

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Break-down by quarter 2019

Steady growth of programmatic business

▪

Stable increase in programmatic core business quarter-over-quarter

▪

Non-programmatic business (Offer Wall Edge) was affected by extraordinary market circumstance slowing down the entire market; turn-around achieved already during the year 2019

▪

Natural slight decline in revenue margin based on increase of programmatic business share

▪

Positive adj. EBITDA for Q4 2019, significant improvement for the full year adj. EBITDA

2019 2019 In € million, rounded Q1 Q2 Q3 Q4 FY Programmatic business 15 19 19 25 79 Non-programmatic business 13 8 7 11 39 Total revenue 27.5 26.6 28.6 36.3 119.0 Gross profit 4.9 4.9 4.0 5.6 19.5 Total operating cost (11.2) (10.1) (10.8) (10.9) (43.0)

Adj. EBITDA

(1.3) (0.3) (1.7) 0.6 (2.7)

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Balance Sheet

Returning to positive equity following debt-to-equity exchange

▪

Apr 2019: Voluntary debt-to-equity swap of €74 million of the

utstanding convertible bonds

▪

Nov 2019: Bondholder meeting prolonged the remaining portion of bonds until July 2022 including interest payments Currently no short-term liability from bonds

▪

Prolonged existing debt facilities from BillFront and Bank Leumi

▪

Shareholder loans from Tennor Holding B.V. amount to €30 million

Year ended 31 Dec In € millions 2019 2018 Intangible assets 148.3 155.6 Other assets 10.0 2.3 Cash and cash equivalents 12.9 12.3 Trade and other receivables 29.5 31.2 Other financial assets 8.2 8.3 Total assets 208.9 209.7 Interest bearing loans 120.7 173.0 Trade and other payables 36.7 38.4 Employee benefits 5.8 8.3 Other liabilities 12.7 4.6 Deferred tax liabilities

1.0

Total liabilities 175.8 225.3 Total equity 33.1 (15.6)

*Note: Preliminary pro-forma figures including the debt-to-equity swap

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Profit and Loss Statement 2019

Year ended 31 Dec Three months ended 31 Dec In € million 2019 2018 2019 2018 Revenue 119.0 128.5 36.3 38.6 Cost of sales (99.5) (105.6) (30.7) (30.0) Gross profit 19.5 23.0 5.6 8.6 Research and development expenses (12.8) (14.0) (3.1) (3.7) Sales and marketing expenses (15.9) (20.2) (3.7) (5.0) General and administrative expenses (8.8) (10.4) (2.5) (2.8) Other operating expenses (2.5)

(2.7)
Earnings before interest and tax (EBIT)

(20.5) (21.6) (6.4) (2.9) Net finance cost (28.7) (14.1) 4.0 (4.2) Profit (loss) before taxes (49.2) (35.7) (2.4) (7.0) Income tax gain (expense) 0.5 0.2 (0.3) (0.6) Profit (loss) for the year after tax (48.8) (35.4) (2.7) (7.6)

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In € millions 31 Dec 19 31 Dec 18 Non-current assets

161.1 157.6

Goodwill

134.9 133.3

Other intangible assets

13.4 22.3

Property & equipment

8.5 1.2

Non-current financial assets

4.3 0.8

Current assets

47.8 52.1

Inventories

0.1

Trade and other receivables

29.5 32.2

Other current financial assets

3.9 6.5

Prepayments

1.4 1.0

Cash and cash equivalents

12.9 12.3

Total assets

208.9 209.7

In € thousands 31 Dec 19 31 Dec 18 Equity (Deficit)

33.1 (15.6)

Issued capital

36.2 11.5

Share premium

250.4 184.8

Treasury shares

(4.7) (4.7)

Other capital reserves

30.5 25.3

Legal reserve

8.0 7.2

Retained earnings

(287.0) (237.3)

Other components of equity

(0.3) (2.2)

Non-current liabilities

115.5 159.0

Employee benefits

0.2 0.2

Loans and borrowings

102.7 154.1

Deferred tax liabilities

1.0

Other non-current liabilities

12.5 3.7

Current liabilities

60.4 66.2

Trade and other payables

36.7 38.4

Employee benefits

5.5 8.0

Loans and borrowings

18.0 18.8

Current tax liabilities

0.2 0.9

Total liabilities

175.9 225.2

Total equity and liabilities

208.9 209.7

Financial Position 2019

▪ Positive equity due to reduction in convertible bonds facility ▪ Outstanding facility

f

€76 million convertible bonds, maturity 2022

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In € millions 1 Jan – 31 Dec 2019 1 Jan – 31 Dec 2018 Net cash flow from operating activities (9.2) (16.7) Net cash flow from investing activities (5.5) (4.1) Net cash flow from financing activities 14.9 15.2 Net change in cash & cash equivalents 0.2 (5.6) Net foreign exchange difference 0.4 0.3 Opening balance cash & cash equivalents 12.3 17.6 Closing balance cash, cash equivalents & cash deposits 12.9 12.3

Cash Flow Statement 2019

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Share Information

Issuer Fyber N.V. Ticker Symbol FBEN ISIN NL0012377394 Market Frankfurt SE Prime Standard Currency Euro Number of shares 361.87 million 52 weeks high / -low (as of 08 Apr) 0.37 / 0.09 Shareholder registered above 3% (as of Apr 2020) % Voting Rights Advert Finance B.V. 94% 29 1yr Xetra closing price as of 08 Apr 2020 As per 31 Dec 2019:

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Fyber enables investing into digital’s strongest segment

▪

Fast-growing market dominated by few key players | High entry barriers

▪

Defensible competitive position | Deliberate focus on publisher-side

▪

Direct publisher integrations | Trust & client loyalty | Global reach & scale

▪

Diversified revenue base

▪

Commitment to profitability & stable growth

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“These materials may contain forward-looking statements based on current assumptions and forecasts made by Fyber N.V.’s management and other information currently available to Fyber N.V. By their nature, forward-looking statements involve a number

f

risks, uncertainties and assumptions that could cause actual results, performance or events to differ materially from those expressed or implied by the forward-looking statements. Statements contained in these materials regarding past trends or events should not be taken as a representation that such trends or events will continue in the future. Neither Fyber N.V. nor any other party is under any duty to update or inform you of any changes, whether as a result

f new information, future events or otherwise, to the information in these materials.

Certain market data and financial and other figures (including percentages) in these materials were rounded in accordance with commercial principles. Figures rounded may not in all cases add up to the stated totals or the statements made in the underlying sources. For the calculation of percentages used in the text, the actual figures, rather than the commercially rounded figures, were used. Accordingly, in some cases, the percentages provided in the text may deviate from percentages based on rounded figures. The financial information relating to the Group contained in this document has not been audited or reviewed. No reliance may be placed for any purposes whatsoever on the information contained in this document or on its completeness. No representation or warranty, expressed or implied, is given by or on behalf of Fyber N.V. or any of its affiliates, directors, officers or employees, advisors or any other person as to the accuracy or completeness of the information or

pinions contained in this document, and no liability whatsoever is accepted for any such

information or opinions or any use which may be made of them. This document does not constitute an offer to sell, or a solicitation of an offer to buy, any securities.”

Disclaimer

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Thank You!

32 Contact ir@fyber.com +49 30 609 855 555 Office Address

Wallstr. 9-13, 10179 Berlin, Germany

About Fyber N.V. Fyber is an app monetization company, developing a next-generation monetization platform for app developers. Fyber combines proprietary technologies and expertise in mediation and real-time bidding with centralized revenue data to help app developers discover better ways to monetize mobile games. Fyber has seven global offices in Berlin, San Francisco, New York, London, Tel Aviv, Beijing, and Seoul and is publicly traded on the Frankfurt Stock Exchange under the symbol FBEN.