Corporate presentation - Georg Hesse (CEO) - Dr. Dirk Schmelzer (CFO) April 2016 April 2016 - HolidayCheck Group AG

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Corporate presentation

             Georg Hesse (CEO) - Dr. Dirk Schmelzer (CFO)

                              April 2016

April 2016
TOMORROW FOCUS portfolio as of March 2015

                                   Publishing assets    Travel assets   Subscription assets

Corporate presentation | Georg Hesse & Dirk Schmelzer                            April 2016   2
Phase I: Sale of the publishing assets to Burda Digital

                                                        Three-Phase Execution

                Phase I

         Sale to Burda Digital            Publishing assets     Travel assets   Subscription assets

Corporate presentation | Georg Hesse & Dirk Schmelzer                               April 2016    3
Phase II: Search for strategic partners for subscription assets and
focus on travel

                                                        Three-Phase Execution

                                                                                                           Phase II

    Sale to Burda Digital           Publishing assets        Travel assets      Subscription assets   Sale of assets

Corporate presentation | Georg Hesse & Dirk Schmelzer                                   April 2016     4
Phase II: Sale of ElitePartner and jameda completed

                                                        Three-Phase Execution

                                                                                                           Phase II

    Sale to Burda Digital           Publishing assets        Travel assets      Subscription assets   Sale of assets

Corporate presentation | Georg Hesse & Dirk Schmelzer                                   April 2016     5
Successful disposal of non-travel assets on high valuations
 Net cash flows from sale of discontinued operations 2015
 In EUR million, 2015
                                                                                              -1.0         -3.0

                                                                       46.7*

                                                                                                                           85.3
                                              12.7*

               29.9*

   Sale TOMORROW                    Sale EliteMedianet              Sale jameda           Sales costs   Cash Pool        Total 2015
   FOCUS Publishing                                                                                     repayment

   Disposal of                              Disposal of                 Disposal of jameda;
   Tomorrow Focus                           ElitePartner;               valuation based on
   Publishing; valuation                    exclusivity deal with       tender process
   based on IDW S1                          Oakley Capital

Closing date

   2015         Apr                               Nov                          Dec

   *Cash in adjusted for cash disposed of

 Corporate presentation | Georg Hesse & Dirk Schmelzer                                                  April 2016   6
Further net cash flow expected in 2016
Net cash flows from sale of discontinued operations 2016
In EUR million, 2016 estimated

                                       1.0                 -3.3
                                                                            -3.2              6.0

              85.3                                                                                                85.8

         Total 2015              Sale organize.me       Sales costs   Cash Pool jameda   Vendor Loan           Total 2016e
                                     Feb 2016            (estimate)       Jan 2016       ElitePartner*
                                                          Q1 2016                        latest May 2017

 *   Without interest payments

Corporate presentation | Georg Hesse & Dirk Schmelzer                                      April 2016      7
Travel strategy

Corporate presentation | Georg Hesse & Dirk Schmelzer                 April 2016   8
Our new corporate structure

                                    HolidayCheck AG     WebAssets B.V.

Corporate presentation | Georg Hesse & Dirk Schmelzer           April 2016   9
HolidayCheck is competing with strong, big spending players in a
    local market
    Gross off-line media spend in the travel industry, 2015
    In EUR million

          140                                            Local players with high
                                                             media spend
          120
                                                                                                                     • HolidayCheck with
          100                                                                     Global players with                  comparatively low
                                                                                   low DACH focus
                                                                                                                       off-line media spend
            80

            60                                                                                                       • HolidayCheck still
                                                                                                                       with high traffic
            40                                                                                                         performance due to
            20                                                                                                         strong SEO traffic
                                                                                                                       and brand position
              0

                                             Unister

                                                       Local players     Global players
Source: Nielsen

    Corporate presentation | Georg Hesse & Dirk Schmelzer                                               April 2016      10
The German package market 2015 with weak development,
esp. in HY2 – HolidayCheck with outperformance
Monthly growth rate 2015 package holidays HolidayCheck vs German package market
in % vs. PY; source: Traveltainment

      35%
      30%
      25%
      20%
      15%
      10%
          5%
          0%
      -5%         Jan 15    Feb 15       Mrz 15         Apr 15   Mai 15   Jun 15   Jul 15   Aug 15   Sep 15     Okt 15    Nov 15   Dez 15
     -10%
     -15%

      Key success factors of HolidayCheck
      •        Focus on customer satisfaction
      •        Content and search engine optimization (SEO as key assets)
      •        Disciplined spending in off-line marketing as well as in search engine marketing (SEM) by introducing vouchers as an
               alternative marketing tool to attract existing and new customers

Corporate presentation | Georg Hesse & Dirk Schmelzer                                                   April 2016       11
Product development is the key/basis for further growth

                                                                                   What‘s next
         •    Implementation of Next Generation IT platform
              accelerated
                −    Mobile platforms running on NextGen IT;
                     current mobile share at 100%
                −    Desktop rollout on NextGen done for AT, CH       • Features, features, features,
                     and >50% on DE                                     testing, testing, testing,
                −    Increased A/B Tests from 0 (2014) to 70 (2015)     testing…..
                     to >300 (2016e)
                                                                      • Continue with Release 2.0
         •    Implementation of Big Data Platform on track, first
                                                                        for Big Data platform
              release went live by the end of 2015
                                                                      • Implementation of NextGen
                                                                        frontend for Zoover

          •    Relaunched Weeronline mobile and desktop
          •    Zoover rebrush of website, switch to new technology
               stack planned for Q3 2016

Corporate presentation | Georg Hesse & Dirk Schmelzer                 April 2016       12
24 months of investment in the NextGen IT-platform laid foundation
for future growth in IT, marketing and product

Reviews      old site                                   Reviews   new site

Corporate presentation | Georg Hesse & Dirk Schmelzer                        April 2016   13
This leads to a culture of continous innovation – first number of
new features are already live, lot of more features will follow

Hotel        old site                                   Hotel   new site

Corporate presentation | Georg Hesse & Dirk Schmelzer                      April 2016   14
2016: Deeper integration of service center on all devices
             Service center integration
Mobile

Corporate presentation | Georg Hesse & Dirk Schmelzer   April 2016   15
Full team in place

                                          Georg Hesse                   Timo Salzsieder                Dirk Schmelzer
                                          Chief Executive Officer       Chief Operating Officer        Chief Financial Officer

                                              Anja Keckeisen                           Philipp Goos
                                              Chief Executive Officer                  Chief Executive Officer Zoover &
                                              HolidayCheck AG                          Meteovista/WeerOnline

Corporate presentation | Georg Hesse & Dirk Schmelzer                                             April 2016    16
Outlook

Corporate presentation | Georg Hesse & Dirk Schmelzer             April 2016   17
The German travel market (€ >50 bn) is relatively mature, with
potential for a higher package online share
Travel market1, Germany, 2013/2014
In € bn
                  Total size of travel market: € ~54 bn

100%
                                                                                                                Package is key
Offline                 30%                                                                                     segment for
                                                                                                                HolidayCheck
                                                               58%
                                                                                                       72%

                                                                                                                Today still offline
                                                                                                                dominated
Online                  70%

                                                               42%
                                                                                                       28%
                                                                                                                Significant growth
                                                                                                                potential
                 Flight / train                               Hotel                                   Package
1. All privately booked trips with a duration of at least 2 days and one pre-paid element, at least
Source: GfK Travelscope 2.0

Corporate presentation | Georg Hesse & Dirk Schmelzer                                                               April 2016   18
The Dutch travel market has a relatively high online share
Dutch online travel market 2015
In € bn
                                                   Total size of travel market: € ~15.9 bn

                                                        Offline                  46%

                                                        Online                   54%

                                                                                 2015
                                                   Source: SparkOptimus; own estimation

Corporate presentation | Georg Hesse & Dirk Schmelzer                                        April 2016   19
Our assets are uniquely positioned to innovate around connecting
customers with their desired vacation
Capabilities
     Urlauber*-centric DNA: The Group assets share a history of “Urlaubers for Urlaubers” platforms and a DNA of customer centricity
     Strenghts: Our assets have trusted and established brands for content and interaction focused on short-haul warm water package
     vacations
     Capabilities: Assets share core capabilities around connecting customers and around finding, recommending and validating the
     perfect vacation

Opportunity
    Technology: Cost for machine & advanced data analysis are decreasing, an opportunity to leverage our unique data set for improved
    personalized recommendations.
    Customer Needs: The majority of DACH customers still book their package vacation offline. Still too much complexity in choosing the perfect
    vacation. Multi-device usage.

Way Forward
     Focus: We are not about travel, we are about vacation. Specifically we make choosing and booking a vacation trivially easy for
     convenience vacation customers, customers that don’t want to become different people through their vacation but the same people, just
     happier and more relaxed.
     Geography: We focus on DACH-BENELUX markets. We are leveraging our trusted brands, and will dive deep into local customer needs
     and the complexity of the local industry.
     Growth Engine: Product expansion and active targeting of offline customers leveraging improved content, interaction and
     personalization.

* Urlauber [uːɐlaʊbɐ] is the German term for vacationer, holiday-maker

Corporate presentation | Georg Hesse & Dirk Schmelzer
                                                                                                        April 2016      20
Our goal: build the most Urlauber*-centric company in the industry

                                 Next steps

 •    Offer full range around the needs of the
      Urlauber

 •    Build on core values of the group: trust,
      reliability, transparency

 •    Create continuous customer experience on all
      devices

 •    Long-term customer-centric culture of
      continuous innovation

 •    M&A: Build where we can, buy where we need

* Urlauber [uːɐlaʊbɐ] is the German term for vacationer, holiday-maker

Corporate presentation | Georg Hesse & Dirk Schmelzer                    April 2016   21
Financial KPI‘s 2015

Corporate presentation | Georg Hesse & Dirk Schmelzer     April 2016   22
Segments 2015: Growth of 8% in DACH region
Revenue + EBITDA 2015 vs 2014
                                                                                 Segment Development
In EUR million

                     +4.4%                                         •   2015: travel markets in Germany, Austria and
120                                                                    Switzerland (DACH) with (1) slight growth in
                                                                       revenues in HY1 and significant decrease in
                          104.2                                        HY2 due to the crises in Egypt, Tunisia and
                99.8
100                                                                    Turkey, (2) increased competition and record
                                                                       marketing spend, (3) all together resulting in
                                                                       high marketing spend. Benelux with flat market
80                                                                     in 2015

                                                                   •   Travel segment with 4.4% growth in revenue in
                                                                       2015; EBITDA decreased by 51.5% in 2015
60
                                                                   •   In the DACH region we grew our market share,
                                                        (51.5)%        especially in HY2, our revenue grew in a high
40                                                                     single-digit range (+8%); higher marketing
                                                    23.7               invest (2015: EUR 8.3 m.), negative CHF FX
                                                                       effect (2015: EUR 3.0 m.), restructuring costs
20                                                                     (EUR 1.5 m.)
                                                            11.5
                                                                   •   WebAssets with decrease in revenues and
  0                                                                    earnings as a result of platform clean-up and
                             2014             2015                     sale of OTA assets of Zoover and Tjingo

Corporate presentation | Georg Hesse & Dirk Schmelzer                            April 2016      23
Holding/Other segment 2015 with one-off effects
Revenue + EBITDA 2015 vs 2014
In EUR million
                                                                                Segment Development

 10
  8
  6                                                                    •   2014: positive one-off effect of
  4                                                                        EUR 2.2 m.
  2              0.3        0.2                                        •   2015: higher accruals for long-
  0                                                                        term incentive programs (EUR
 -2                                                                        –1.0 m.) and restructuring costs
 -4                                                                        (EUR –2.3 m.) lead to negative
 -6                                                (4.8)                   earnings effect
 -8
-10
                                                           (9.9)
-12
                                2014             2015

      Travel segment and holding/other segment will form one segment from 2016 on

Corporate presentation | Georg Hesse & Dirk Schmelzer                           April 2016   24
Group figures TOMORROW FOCUS AG (IFRS)*
                                                                                                Change
          In EUR million                                            2015        2014
                                                                                                 (in %)
  1       Revenue                                                   104.4       100.1            +4.3
          Operating EBITDA*                                           6.4        17.8           (64.0)
  2
          Operating EBITDA margin                                     6.1%       17.8%
  3       Operating Depreciation                                      6.7          6.0          +168.3
          Operating EBIT*                                            -0.3         11.8             -
  4
          Operating EBIT margin                                      -0.3%        11.8%
  5       One-Offs*                                                 -14.2          1.1             -
  6       Financial result                                           (1.9)        (3.4)         (44.1)
          EBT                                                       (16.4)         9.5             -
  7
          EBT margin                                                (15.7)%        9.5%
  8       EAT of continued operations                               (16.4)         6.9             -
  9       EAT of discontinued operations                            58.9        (10.6)             -
 10       EAT                                                       42.5          (3.7)            -
 11       EPS of continued operations (in EUR)                       (0.28)       0.12             -
 12       EPS (in EUR)                                               0.73        (0.06)            -
* For adjustments to operating (one-offs) please refer to page 10

Corporate presentation | Georg Hesse & Dirk Schmelzer                         April 2016   25
Sound balance sheet and debt structure
                                                                      Maturity of bank loans 2016 - 2020
                                                                      In EUR million
                                                                        20
                                                                        18
                                                                        16   14,5
                                                                        14
                                                                        12
      Equity ratio vs. debt ratio 2011 – 2015                           10
                                                                         8
      In percent                                                         6
                                                                         4
                                                                         2
  100%
                                                                         0
                                                               23.7
   80%
             47.6                        47.9           46.3                 2016    2017       2018     2019    2020
                           58.7
   60%

   40%                                                         76.3   Earn-outs and put-calls 2015 - 2020
             52.4                        52.1           53.7          In EUR million
   20%                     41.3
    0%                                                                  20
           12 2011     12 2012         12 2013      12 2014    2015     18
                                                                        16
                     Equity ratio         Debt ratio                    14
                                                                        12
                                                                        10
                                                                         8
                                                                         6
                                                                         4    2,2
                                                                         2                        0.5
                                                                                      0.0                  0.0     0.0
                                                                         0
                                                                             2016    2017        2018     2019    2020

         TOMORROW FOCUS AG with sound balance sheet and debt structure

Corporate presentation | Georg Hesse & Dirk Schmelzer                                       April 2016    26
Corporate restructuring of TOMORROW FOCUS, HolidayCheck
and WebAssets lead to negative one-off effects
One-off effects of continued operations

     In EUR million                                                                                  2015                  2014
 1   Goodwill impairment Tjingo + PPA Tjingo assets                                                   (3.4)                 0

 2   Impairment of software WebAssets + HolidayCheck                                                  (6.1)                 0

 3   Value adjustment earn-out WebAssets                                                              (0.1)                +2.0
 4   Compensation component WebAssets                                                                 0.2                  (0.1)
 5   Provisions for onerous contracts associated with an office building                              (0.8)                 0

 6   Revaluation of long-term incentive program (LTIP)                                                (0.7)                +0.3

 7   Provisions for severance payments relate to reorganization                                       (3.2)                (0.6)
 8   Pension provisions                                                                               (0.1)                (0.5)

 7   Total one-offs                                                                                  (14.2)                +1.1

      Savings in former Holding functions of > EUR 1 million p.a. + putting the business in the right place to grow

Corporate presentation | Georg Hesse & Dirk Schmelzer                                              April 2016         27
Appendix

Corporate presentation | Georg Hesse & Dirk Schmelzer              April 2016   28
TOMORROW FOCUS AG:
One of Germany’s leading listed internet groups
Shareholdings                                                                 Management Board
                                                                                              Georg Hesse
                                            58.8%                                             CEO
                      41.0%                                                                   before that: Amazon Germany
                        =
                     EUR 86                                                                   Dirk Schmelzer
                     million                                                                  CFO
                                                                                              before that: Telefónica Group

                               0.2%                                                           Timo Salzsieder
                                                                                              COO
                  Burda Digital GmbH                                                          before that: D+S Europe AG
                  Management Board & Supervisory Board
                  Freefloat

                                           Key facts
                                                   Headquarters: Munich, Germany
                                                   Employees 2015: 387 (FTE)
                                                   Share capital: EUR 58,313,628
                                                   Admitted to Prime Standard: ‚TFA‘; ISIN DE0005495239
                                                   Share price 52wk high/low: EUR 5.65/ EUR 2.62
                                                   Share price 15 April: EUR 2.80
                                                   Market capitalization: EUR 163.3 million

Corporate presentation | Georg Hesse & Dirk Schmelzer                                                 April 2016      29
Financial calendar 2016*
Date                                                                                          Event                             Location
4 May 2016                                 Publication of the 1Q 21016 interim report (German version)                      Munich, Germany
10 May 2016                                 Goldman Sachs European Small- and Mid-Cap Symposium                                 London, UK
16 June 2016,                                                                 Annual General Meeting        Haus der Bayerischen Wirtschaft,
11 a.m. CET                                                                                              Max-Joseph-Str. 5, Munich, Germany
5 August 2016                           Publication of the Interim Report for 2Q 2016 (German version)                      Munich, Germany
8/9 September 2016                                              db Access European TMT Conference                               London, UK
19-21 September 2016                     Berenberg & Goldman Sachs German Corp. Conference 2015            Munich-Unterschleißheim, Germany
8 November 2016                         Publication of the Interim Report for 3Q 2016 (German version)                      Munich, Germany
November 2016                                 Corporate presentation at the German Equity Forum 2016                     Frankfurt, Germany

* Provisional dates

Corporate presentation | Georg Hesse & Dirk Schmelzer                                                    April 2016    30
Contact
                                                                 Georg Hesse
                                                                 Chief Executive Officer
                                                                 + 49 (0)89 9250-2416
                                                                 g.hesse@tomorrow-focus.de
                                                                 Dirk Schmelzer
                                                                 Chief Financial Officer
                                                                 + 49 (0)89 9250-2416
                                                                 d.schmelzer@tomorrow-focus.de

                                                                 Armin Blohmann
                                                                 Head of Group Communications & IR
                                                                 +49 (0)89 9250-1256
                                                                 a.blohmann@tomorrow-focus.de

                                                        TOMORROW FOCUS AG | Neumarkter Str. 61 | 81673 Munich, Germany
                                                        www.tomorrow-focus.com
                                                        www.twitter.com/tomorrowfocus
                                                        www.facebook.de/tomorrowfocus
                                                        www.youtube.com/tomorrowfocus

Corporate presentation | Georg Hesse & Dirk Schmelzer                                     April 2016   31
Disclaimer

This presentation contains 'forward looking statements' regarding TOMORROW FOCUS AG or TOMORROW FOCUS GROUP,
including opinions, estimates and projections regarding TOMORROW FOCUS AG’s or TOMORROW FOCUS GROUP’s financial
position, business strategy, plans and objectives of management and future operations. Such forward looking statements involve
known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements
of TOMORROW FOCUS AG or TOMORROW FOCUS GROUP to be materially different from future results, performance or
achievements expressed or implied by such forward looking statements.
These forward looking statements speak only as of the date of this presentation and are based on numerous assumptions which may
or may not prove to be correct.
No representation or warranty, express or implied, is made by TOMORROW FOCUS AG or TOMORROW FOCUS GROUP with
respect to the fairness, completeness, correctness, reasonableness or accuracy of any information and opinions contained herein.
The information in this presentation is subject to change without notice, it may be incomplete or condensed, and it may not contain all
material information concerning TOMORROW FOCUS AG or TOMORROW FOCUS GROUP.
TOMORROW FOCUS undertakes no obligation to publicly update or revise any forward looking statements or other information stated
herein, whether as a result of new information, future events or otherwise.

Corporate presentation | Georg Hesse & Dirk Schmelzer                                            April 2016     32
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