1. Team D May 2013 Polish digital market investment strategy for private equity fund

2. Executive summary Polish Internet portals are strong assets but the current business models will not bring profits in the long term – portals need to find new income sources. WP.PL is the best acquisition target as it achievies superior results in terms of portals’ most important strengths. WP.PL should enter one of the other segments of digital market. E-commerce is the biggest segment of digital market with high growth potential and average EBITDA margin. There are 3 e-commerce categories showing the highest chance to succeed: Beauty & Clothing, Home & Garden and Kids. Proposed strategy is based on developing a shopping platform focused on three most promising categories supported by enhancing core activities to fully utilize userbase. The transaction platform will generate 635 mn revenue in 2015 growing 57% p.a. from 2012 Costs will increase along with revenue, totaling to 538 mn PLN in 2015 with logistics as the main cost driver With EBITDA growing to 150 mn PLN in 2015, the entire investment is valued at 535 mn PLN with 23,9% IRR. For investment to merely break-even, both foundations of the strategy would have to fail with WP being significantly overvalued in 2010 2 Basic investment data (mn PLN) Value of WP.PL '10300 Value of WP.PL '151 092 NPV535 IRR23.9% mn PLN

3. Agenda Portals analysis Digital market analysis Strategy recommendation Financial results Questions & Answers 3

4. Polish Internet portals are strong assets both in terms of reach among Internet users and time spent on browsing Polish portals users database varies from 7 to 13 million real users Portals are still the biggest aggregators of Internet users in Poland 63,96% 2010 Average reach by top 5 Polish portals Average userbase of top 5 Polish portals 11,68 mn real users Average time spent on browsing/reading different types of sites on the Internet Web sites used to reach online content (% as top three answers) Source: iConsumer 2010, Megapanel 2010 Average monthly time spent for top 5 portals 3 hours 31 minutes Portals still serve as start pages for many users. Internet journey begins here. Portals are still the leading location for reading and browsing content The top 5 consists of: onet.pl, WP.pl, gazeta.pl, interia.pl and o2.pl 4

5. 5 However, the current business models will not be profitable in the long term – portals need to take advantage of their strengths and find new income sources 1,371,58 20082010 Online ads spending 32% 24% 23% 19% UK Poland Paid for seachDisplaysOther 58% 44% Share of advertising spending for different types of ads Source: IAB, investors reports, Team D analysis, 2010 Media groups revenue (mn PLN) Significance of Search Engine Marketing is growing but it is dominated by Google. Display is still the most important source of revenue for portals (80%). However, total display spending in Poland declines. 0,730,70Displays spending 0,30,52Search Engine Marketing 0,340,36Other Portals still have a strong position but it is a competitive market with several big players. Development of advertising spending (bn PLN)

6. WP.PL is a better acquisition target as it achievies superior results in terms of portals’ most important strengths GAZETA.PLWP.PL Real users7,5 m11 m Average time spent on the website (monthly) 2 hours 10 minutes5 hours 54 minutes Share of e-mail accounts in Poland (%) 1,730,1 2010 WP is able to provide wider userbase, spending more time on the website. WP consolidates all its sections into one, strong brand, while Gazeta separates the sections into several thematic portals. WP is perceived as a portal active on various fields, while Gazeta is perceived as an informative portal. WP offers much better chance to use portals’ strengths (e.g. trust). Additional information Assumption: WP and GAZETA are at the same price and portals’ EBITDA does not influence it. WP offers more flexibility to undertake new ventures. Number of page views1 142 mn2 430 mn Reach41,36%59,09% WP also has an advantage regarding reaching current and potential users. WP also has an advantage in majority of the individual services, e.g. finance (1st position), while Gazeta does not have advantage in any particular theme. WP is able to influence the whole portals’ market and act as a trendsetter. 6

7. Advantage in selected site categories (% reach among Internet users in Poland) Culture & Entertainment 33% Communities 23% Lifestyle 27% Information32% WP advantages are aligned with current digital market, providing robust userbase for development in a new business segment + Strong potential in gaming and online video + + Opportunities resulting from strengths Strong potential in social media and personalization Provides opportunity for broad commerce To increase its value, WP.PL should utilize its current strengths to enter one of the other segments of digital market 7 To gain advantage on a digital market, WP should look for new opportunities in segments compatible with its strengths

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9. E-commerce is the biggest segment of digital market with high growth potential and average EBITDA margin E-commerce is a unique segment in terms of size and profit pool, providing more short-term growth opportunities than any other segment Reading (incl. portals) is going to increase insignificantly Other segments lack depth and provide few growth opportunities E-commerce 148 47 30 50 4 2 420 mn PLNProfit pool Revenue pool13 430 mn PLN EBITDA margin18% Source: Team D analysis of publicly available data CAGR: 24% (’10-’15) CAGR: 12% (’10-’15) 9

10. Polish e-commerce market will grow at a fast pace, outperforming Western European countries Polish e-ommerce market value (mn PLN) Percentage of online spending in the retail market Over 67% of Polish households and 96% of entrepreneurs have Internet access. 67% of internet users declare to have bought online (1/3 of Poles). Polish e-commerce market is the fastest growing one in Europe (predicted to grow by 24% in 2012, compared to the European average of 16,1%). Only 25% of the stores offer more than 5000 products. Almost 30% offer less than 500 products. 87% of the Polish online stores were profitable in 2009. Almost 70% of them increased their income in comparison to the previous year. GROWTH COMPETITION USERS INCOME EE online market, unlike WE one, is reserved mainly for local players (e.g. success of Allegro or Empik vs. default of eBay). COMPETITION 10

11. Beauty & Clothing, Home & Garden and Kids are e-commerce categories showing the highest chance to succeed due to high growth, sales margins and weak competition House & Garden and Beauty & Clothing categories are highly fragmented and characterized by promising size, growth and sales margins. Kids & Toys is a small market but offers high potential due to its high growth, margin and fragmentation. Foto & RTV-AGD, Computer and Books & Multimedia are big markets but offer low sales margins and are more difficult to enter due to centralized competition. Sport & Touristics, Hobby and Grocery categories offer high margins but their size and strong competition make them less atractive. poor/medium performance high performance 11 Other segments

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13. Enhancing core activities Addressing market trends Creating transaction platform targeting average WP users with products from the following categories: Beauty & Clothing House & Garden Kids To take advantage of the growth potential left in the segment To maximize profits from the core business To maintain strong userbase The categories offer high growth potential and the highest chance to succeed Low share in online advertising spending for the categories ensures insignificant cannibalization effect Proposed strategy is based on developing a shopping platform supported by enhancing core activities to fully utilize userbase Core businessShopping platform New business model will be based on two foundations Establishing WP.PL as a leader in 3 proposed categories in 5 years What?Why?What?Why? 13

14. Enhancing core activities and following market trends is necessary for WP.PL to maintain its current position and facilitate development in other fields 2010 IMPROVE FINANCIAL RESULTS TAKE ADVANTEGE OF GROWTH POTENTIAL ADDRESS MARKET TRENDS ENHANCE CORE ACTIVITIES ① Maintain current activities ② Add sections focused on the products’ reviews (e.g. cosmetics) ③ Integrate core business with newly developed WP shopping platform ① Facilitate usage of WP on mobile devices – mobile consumption faces double digit growth every year ② Improve presence in social media (Twitter, Facebook, Pinterest) – networks growing rapidly (CAGR 34%) ③ Personalize news, ads and e-mail functions ① Increase traffic and userbase at a pace at least equal to the online reading market growth (CAGR 12%) ② Generate traffic for the WP shopping platform and gradually attract customers ① Generate more revenue on advertising activities, thanks to the higher traffic and personalization ② Influence financial results of the WP shopping platform, gradually redirecting WP users to the stores 14

15. The shopping platform will be focused on the 3 most prospective segments ProducerWPstoresConsumer ④ Offer + margin ① Order ③ Offer Get interested – consider purchase Evaluate products PaySeal the deal Transaction platform WP websites, external advertising Receive product Transportation & Logistics INTERNALLY WPstores will be introduced as an integral part of the portal to guarantee the highest possible reach of WP traffic. WP users will be able to reach the store through: Tab and displays on the home page References in the articles (e.g. buy the described product) Adverts in various sections of the portal EXTERNALLY WPstores will also target non-WP users through advertising activities of various type. Internet users will be able to reach the store through: Google (SEO, positioning) Social media (presence on Facebook, Twitter, Pinterest) Traditional ads and commercials (TV, Radio, outdoors) ② Order, Risk WP will connect producers with consumers by creating a transaction platform Potential customers will be attracted in two ways Customer journey will be short and simple Online payments one place, 3 products’ segments outsourced logistics high margin (no intermediaries) 15

16. Addressing key factors that influence online shoppers’ choice will ensure success of WPstores 14,3 10,8 24% 10,9 9% Market Size (rev, %) House & Garden Beauty & Clothing Competitive price Computer Sport & Touristics Auto & Moto Books & Multimedia Due to avoidance of intermediaries (wholesalers), the platform will provide around 20% lower prices than market average. Wirtualna Polska is a trusted content provider for 11 million users and its trust can be transferred to the e-commerce platform. WP will provide additional services including: various payment methods (secured payment, microloans), mobile devices app (scan a barcode and find the product online), social media app (buy through Facebook, Twitter, Pinterest) or after-sale services. WPStores advantages E-COMMERCE CATEGORY WP articles with full product information and reviews prepared by journalists will be linked to the most popular products. Other products will be provided with a regular description and customer review. Consumer journey will be short and simple – it will take just few steps to close the transaction, without participation of any intermediaries. WP will offer wide range of products (over 300 000 products), gaining a place among the biggest online retailers in terms of offer (only 5,5% offer more than 50 000 products). Next day delivery will be offered through outsourced transportation & logistics services. Moreover we will include free delivery thtrough InPost parcels 8% 7% 24% 9% 24% 19% Influence (% of resp.) Product information Best choice Competitive price Trusted website Friendly interaction Fast delivery Additional services Key factors for choosing online shop 16

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18. The shopping platform will generate 635 mn revenue in 2015 growing 57% p.a. from 2012 Users of the shopping platform (thousands) The growing number of users will result from utilization of WP userbase and promotion The revenue will grow 57% p.a. with House & Garden as the main value driver 18 Category2012201320142015 Beauty & clothing3196721 0581 479 House & garden190401631883 Products for kids93195307429 Total6021 2671 9972 791 Segment2012201320142015 Beauty & clothing164178194212 House & Garden616671731798 Products for kids156169184201 Average basket size across segments (PLN) Average basket size is expected to grow at a steady pace, supporting revenue growth

19. Costs will increase along with revenue, totaling to 538 mn PLN in 2015 with logistics as the main cost driver Substantial growth in operational costs results from logistics costs (warehousing, packaging, insurance, transport) Capital expenditures at the begining of new business include platform development Operating costs are the main cost driver throughout the investment. Operating costs’ growth results from increasing number of customers and products they buy. 19 Group20112012201320142015 Administrative & office2.7 5.0 5.1 Personnel costs3.64.09.617.227.2 Advertising21.610.85.4 Logistics0.080.5184.6317.2483.9 Total OPEX27.998.1204.6344.8521.6 Total CAPEX33.42.86.410.916.7 Total costs61.3100.9211.0355.7538.3 Key groups of costs (mn PLN)

20. With EBITDA growing to 150 mn PLN in 2015, the entire investment is valued at 535 mn PLN with 23,9% IRR Implementing the proposed strategy will increase EBITDA to 150 mn PLN in 2015 Shopping platform earnings will comprise 65% of EBITDA in 2015 With WP being sold at the end of 2015, the entire investment will generate 23,9% IRR 20 Basic investment data (mn PLN) Value of WP.PL '10300 Value of WP.PL '151 092 NPV535 IRR23.9%

21. For investment to merely break-even, both foundations of the strategy would have to fail with WP being significantly overvalued in 2010 WP.PL would have to take twice as long to reach market leader position in selected segments NeutralPessimistic WP market share '1521.68%10.07% Core business growth12%10% EBITDA in 2015149.673.1 WP.PL price in 2010300.0390.0 IRR23.90%0.00% WP.PL would have to fail to grow at the same pace as the portals’segment With WP valued at 10x EBITDA, WP would have to be acquired at 13x EBITDA For the strategy to fail, both foundations would have to underperform significantly, halving the EBITDA to 73 mn PLN in 2015. At the same time, acquisition price would have to increase by 30%

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24. Targeting average online shoppers offers the best opportunity to monetize online e-commerce business on the Polish market Both women and men are comparatively attractive target. Middle age people are the biggest group of online buyers. Polish online shopper profile in the target segments (House&Garden, Beauty&Clothing and Kids)* GENDER AGE INCOME * Weighted Average of the 3 segments Low and middle income Internet users count for over 87% of online buyers. The biggest part of the Polish online e-commerce market in the target segments belongs to middle age customers with income up to PLN 5000, regardless of gender. Targeting average shoppers will bring the highest return on our investment as well as constant revenues in the future Polish consumers on average spend over 2000 PLN a year on listed products 24

25. 25 The shopping platform will become operational in 2012 and WP.PL will be sold by the end of 2015 Acquire WP.PL Develop the platform Operate Promote & advertise Sell WP.PL 2010201120152012-2015