#1Media and Games Invest KINGSISLE ACQUISITION January 2021 KINGSISLE#2Disclaimer Media and Games Invest THE INFORMATION CONTAINED IN THIS PRESENTATION IS STRICTLY CONFIDENTIAL. ACCORDINGLY, THE INFORMATION INCLUDED HEREIN MAY NOT BE REFERRED TO, QUOTED OR OTHERWISE DISCLOSED BY YOU, NEITHER DIRECTLY OR INDIRECTLY NOR WHOLLY OR PARTLY. BY REVIEWING THIS INFORMATION, YOU ARE ACKNOWLEDGING THE CONFIDENTIAL NATURE OF THIS INFORMATION AND ARE AGREEING TO ABIDE BY THE TERMS OF THIS DISCLAIMER. THIS CONFIDENTIAL INFORMATION IS BEING MADE AVAILABLE TO EACH RECIPIENT SOLELY FOR ITS INFORMATION AND IS SUBJECT TO AMENDMENT. This company presentation, which should be understood to include these slides, their contents or any part of them, any oral presentation, any question or answer session and any written or oral materials discussed or distributed during a company presentation (the "Investor Presentation"), has been prepared by Media and Games Invest plc. 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The courts of Germany, with the District Court of Berlin as the first instance, shall have exclusive jurisdiction to settle any conflict or dispute arising out of or in connection with this Investor Presentation or related matters. 2#3Media and Games Invest MGI acquires Kingslsle Leading North American game developer and publishing platform with +50 million of registered gamers ■ Transforming and highly accretive acquisition increasing EBITDA¹ by app. 60% Strengthens the quality of earnings in MGI's games segment Purchase price USD 126 million plus highly conditional USD 84 million earn out depending on revenue achievements Directed share issue to Oaktree Capital Management, LP ("Oaktree") of KINGSISLE. EUR 25 million Oaktree will hold about 9 percent of the MGI shares on a fully diluted basis "Wizard101, The Harry Potter Of Online Games" Forbes A multiple award-winning studio game Developers CHOICE MASSIVELY BEST OF THE DECADE online awards BECKETT MASSIVE ONLINE GAMER 2011 READER'S CHOICE AWARD WINNER MASSIVE ONLINE GAMER Best MMO of 2010 Wizard101 (Kingssel M MMO Hall Of Fame BECKETT MASSIVE ONLINE GAMER 2009 Reader's Choice Award Best Kid-Friendly/ All-Ages MMO of 2009 Wizard101 KINGSISLE Revenue of USD +32m (e2021) Adj. EBITDA of USD +21m (e2021) EBITDA margin of 66% Purchase Price USD 126m EV/EBITDA multiple of 6.0x Oaktree Capital EUR 25m Note 1) Based on Pro Forma Financials Jan-Sep 2020 (unaudited). Carve out of mobile business not related to Wizard and Pirate 101 and adjusted to pre Covid MMO revenue growth rates from 2019 applied for Jan - Sep 2020 while full operating expenses from the MMO business of 2020 have been included. 3#4Today's presenters and ownership structure Shares listed on Frankfurt Stock Exchange and Nasdaq First North Premier Stockholm Media and Games Invest Source: Group information Remco Westermann TeliaSonera CLIQ CEO & Chairman of the Board since 2012 DIGITAL • Manager, entrepreneur and investors with more than 25 years of experience from various leadership positions . Holdings in MGI: 43,179,501 shares Shareholders (fully diluted) Remco Westermann 33% Remco Westermann holds his MGI shares via the German holding company Bodhivas GmbH. Bodhivas GmbH is based in Düsseldorf where Remco Westermann resides and holds the shares of Remco Westermann as well as voting rights of early gamigo Investors. Remco Westermann indirectly holds more than 50% of the voting rights of Media and Games Invest plc. • Paul Echt CFO since 2018 • UniCredit SHOPGATE Finance manager with more than 10 years of experience in the tech and finance industry Holdings in MGI: 500,000 phantom stock OAKTREE 9% Oaktree Capital Management, LP is a USD 140bn diversified global asset manager. Oaktree has supported many European management teams growing their platform companies into recognized market leaders including the creation and development of multi-billion listed companies. Oaktree has been able to conclude the required share capital increase within a short period of time because of their high degree of familiarity with MGI and the European games & media sector. Jens Knauber • COO since 2017 dtp entertainment AG gamigo group More than 10 years experience as manager in the gaming industry - over 300 published games Holdings in MGI: 2,550,000 phantom stock 58% Free float The free float is composed of retail and institutional investors who bought the shares on the secondary market, as well as institutional investors from the EUR 8 million capital increase in July 2019 and the EUR 29 million share issue that took place in September 2020, including UBS, Skandia Fonder, Atlant Fonder and Knutsson Holdings. 4#5Media and Games Invest I. Introduction Kingslsle II. Games overview III. Growth Strategy IV. Financial section#6Kingslsle at a glance Media and Games Invest Leading North American game developer and publishing platform with +50 million of registered gamers Key facts Kingslsle, based in Austin, Texas, is a leading game developer and publisher founded in 2005 Adding a strong team of +80 highly experienced employees bringing further expertise to the group Two MMORPG's with strong IP's and lifetime revenues of USD +400m Key people managing KingsIsle for +10 years • Leah Ruben B • Emil Ramirez Director of Technology T ATM Experience: . Works for Kingslsle since 2006 Kingslsle; providing in-depth data KINGSISLE +5 years player lifetimes bring high stickiness and stable cash flows Games offering a choice of either a subscription or a "Free-to-Play" option with microtransactions Revenue mainly generated in the NA market, with strong growth potential worldwide Ample potential derived from launching the game on console as well as developing a mobile version Loss making mobile activities are excluded, while the mobile IP rights of the games are included • • Director Games N Experience: Works for Kingslsle since 2007 KINGSISLE +20 years of experience developing and maintaining MMOs and Launching Wizard +5 years at Sony worked on the EverQuest MMO and various other positions BSC in Psychology, Cum Laude from University in Nevada Reno • • Build the BI and Datawarehouse of +20 years of experience as a senior engineer in TMT and gaming sector MSEE in Electrical Engineering from Texas A&M University I'm thrilled that MGI, Gamigo and Kingslsle share the desire to grow our MMOs through the next decade and beyond. I'm looking forward to sustainable growth and leveraging new opportunities to grow our products.", says Leah Ruben, Director Games Kingslsle. Revenue Q1-Q3 2020 - Split by region 89% 11% O Revenue Q1-Q3 2020 - By source 11% 57% 31% Source: Group information ■US ROW ■Subscription Sales In-Game Sales Other 6#7Kingslsle Milestones Company accomplishments from inception to current day Inspired by his teenage son, who was a fan of video games, Elie Akilian launched Kingslsle #1 Best Family Game of 2009 by MMORPG.com BEST FAMILY KINGSISLE. 2005 2008 2009 As of February 2013, Wizard101 is now also available on the Mac® GAME 2009 In July 2011, Wizard101 20 reaches 20 million MILLION USER registered users 2010 2011 Media and Games Invest M MMO Hall Of Fame Wizard101 inducted in the MMO Hall of Fame. EMPEREA Kingslsle released Empyrea, Part One - a new expansion to Wizard101 Kingslsle introduced a big update where it retouched their character experience, introduced new events and adjustments to pvp, shadow pips, and spell rebalancing. 2012 2013 2014 2016 2017 2018 2020 . • Kingslsle formally announced its existence after "three years of lock down secrecy" Kingslsle released Wizard101 as a card- battling MMO was launched Wizard 101 Wizard101 had over 30 million registered users. Kingslsle released Pirate101 30 MILLION WIZARD BLOX In February 2010, Kingslsle MASSIVELY BEST OF THE DECADE released Wizard Blox, a free game based on the Sorcery Stones mini- game from Wizard101 USER MONGSISLE September 2016, Wizard101 surpasses 50 million registered users To celebrate the game's 10 year anniversary, the graphics for Wizard City, the starting area of the game, were revamped along with the character models and animations. CELEBRATING 10 MAGICAL YEARS IN WIZARD101! 50 MILLION USER KINGSLE KINGSISLE Source: Company information 7#8Media and Games Invest I. Introduction Kingslsle II. Games overview III. Growth Strategy IV. Financial section#9Two strong MMO Games with fully owned IP's izard +101- Media and Games Invest PIRATIE ΙΘΙ Revenue share 93% Subscription & In-Game Items Protection of minors 2 Subscription Revenue share 7% & In-Game Items Protection of minors Players take on the role of students of Ravenwood School of Magical Arts in order to save the Spiral, the fictional galaxy. S The main storyline takes the player through Skull Island. A young pirate orphan rebelling against tyranny. Source: Company information 9#10Wizard101: The Harry Potter Of Online Games A dedicated customer base with multi-year relationships Media and Games Invest Massively Multi-player Game 70000000 Wizard 101 Recurring revenues¹ 23% 16% 10% 51% 1-3 years 3-5 years > 5 years 1 year Substantial revenues USD +375m revenues +50m gamers An colorful MMORPG, first launched 2008 Community: Players collaborate and build lasting relationships Interactive: Meaningful character evolution and exciting fully-voiced narrative Expansive World: Thousands of hours of diverse and engaging game content Over 50% of revenues from players who playing over 5 years; suggesting high stickiness Free2Play MMO; around 15% of new players are converted to paying users Multiple diverse points of sale: subscription, in-game transactions, and retail packages • Wizard101 has generated more than USD 375m in revenues since release 13 years ago +50 m user accounts created since launch • Target Group: 20 -35 years old, male and female audience Wizard101 is a life-brand title for core users who continuously engage and monetize over the last decade Source: Group information Notes: 1) Revenues per user tenure 110#11Pirate101: An engaging sister title in a new setting Turn-based exploration MMORPG with an expansive atmosphere and engaging content Massively Multi-player Game TE IOI Recurring revenues¹ 32% 18% 11% Media and Games Invest Substantial revenues 39% USD +25m revenues 1 year 1-3 years 3-5 years > 5 years Spin-off MMORPG from Wizard101: Released in 2012 Adventure: Search for treasures within the Spiral Engaging: Bright aesthetics and turn- based combat Family-friendly: Focus on a younger demographic but fun for everyone 39% of revenues from players who have been active in the same game for over 5 years Free2Play MMO; around 11% of new players are converted to paying users • Premium currency (Crowns) shared between Wizard101 and Pirate 101 Source: Group information Notes: 1) Revenues per user tenure +7.5m gamers • Pirate 101 has generated approximately USD +25m in revenues since release 8 years ago +7.5m user accounts created since launch • Target Group: 20 - 30 years old, male and female audience Pirate101 is a successor title to Wizard101 that hits the high notes and leaves a lasting impression 11#12Media and Games Invest I. Introduction Kingslsle II. Games overview III. Growth strategy IV. Financial section#13Games offer significant organic growth opportunities Organic growth, geographic expansion, licensing deals, platform extensions Media and Games Invest 1 . • Expanding the game in new territories by self publishing and with third party publishers Expansion through Internationalization 2 Launch across new channels and • 3 4 platforms Organic revenue growth through active user management . • . • Leverage Gamigo's inhouse publishing competence to improve localization and international customers satisfaction Aggressively increase geographic penetration beyond just the US, the game's current dominant key market . • . Expand IP to mobile and introduce version to console gamers to maximize reach and cross-platform playability Double down on mobile to provide more convenient and immediate access to the Wizard101 community members Port to console, to build on top of massive popularity amongst young audience Sustainable growth combined with synergies • • Leverage MGI's strong media expertise, both internally in the games as well as in the media segment Focus on regular content updates to continue to drive engagement and monetization performance Expand local US management capacity; further synergies for gamigo's existing games catalog Integrate into gamigo organization and create synergies while maintaining strong independence and self-reliance Continue focus on sustainable revenue generation and benefit from untapped growth opportunities Apply sound cost management with eye on continued EBITDA contributions to overall organization Expand upon a winning formula to continue to grow user base, revenues and EBITDA C 13#14Media and Games Invest I. Introduction Kingslsle II. Games overview III. Growth strategy IV. Financial section#15Pro Forma Financials Jan-Sep 2020 (unaudited) Kingslsle is transformative for MGI adding about 60% Group EBITDA YTD (EURM) 92 Media and Games Invest Group 109 Media and Games Invest Group Y KINGSISLE. 19 18 21% 12 66% + KINGSISLE. 31 28% MGI Group (IFRS) YTD Q3 2020 Revenues MGI 1,2 Kingslsle (US Gaap) YTD Q3 2020 Combined (Pro Forma) YTD Q3 2020 Adj. EBITDA MGI1,2 Revenues Kingslsle 1,2 Adj. EBITDA Kingslsle1,2 EBITDA Margin % Revenues +20% Adj. EBITDA +63% Media and Games Invest Comments The transaction is transformative for MGI as it will materially increase the size and profitability of MGI Group, adding about 60% Group EBITDA on a pro forma basis (YTD Q3 2020) The fully owned Massive- Multiplayer-Games Wizard101 and Pirate 101 are having very loyal communities and as such also very sustainable revenues. The 66 percent EBITDA margin of Kingslsle is achieved by combining the attractive size of the games with a highly efficient cost structure The combined adj. EBITDA margin increased from 21% to 28% Note (1): Carve out of mobile business not related to the acquired IP's and adjusted to pre Covid MMO revenue growth rates from 2019 applied for Jan - Sep 2020 while full operating expenses from the MMOG business of 2020 have been included. Note (2) Numbers may not add up due to rounding 15#16Pro Forma Financials Jan-Sep 2019 vs 2020 Kingslsle is transformative for MGI with a YoY EBITDA growth of +158% (EURM) 109 28% 55 Media and Games Invest Group 22% 12 MGI Group (IFRS) YTD Q3 2019 Revenues Revenues +98% YOY Media and Games Invest Group 31 + KINGSISLE. Combined (Pro Forma) YTD Q3 2020 • ■Adj. EBITDA % margin 2020 vs. 2019 (Jan-Sep) Adj. EBITDA +158% YoY Media and Games Invest Comments The combined pro forma revenues Jan-Sep 2020 grow YoY by +98% to EUR 109m1,2 The combined pro forma adj. EBITDA Jan-Sep 2020 grow YoY by +158% to EUR 31m1,2 The combined adj. EBITDA margin increased YoY from 22% to 28% Note (1): Carve out of mobile business not related to the acquired IP's and adjusted to pre Covid MMO revenue growth rates from 2019 applied for Jan - Sep 2020 while full operating expenses from the MMOG business of 2020 have been included. Note (2) Numbers may not add up due to rounding 16#17Purchase Price USD 126 million plus earn-outs The fixed Consideration represents an EV/EBITDA multiple of 6.0x Media and Games Invest Transaction structure Mizard PIRATE 101 IOI Purchase price table USDM EV/EBITDA • FY 2021 Guidance for Kingslsle: Revenues Closing Consideration Payment 63 3.0x1 Deferred cash consideration 63 3.0x1 • (i) Deferred payment on 30 June 2021 25,2 4.2x1 (ii) Deferred payment on 31 December 2021 12,6 4.8x1 • (iii) Deferred payment on 30 June 2022 25,2 6.0x1 Total fixed consideration 126 6.0x1 • Earn out consideration 84 (i) Earn Out, if revenue 2021 ranges between USD 30- 35m 10 6.5x1 of USD 32 million; EBITDA of USD 21 million The fixed Consideration represents an EV/EBITDA multiple of 6.0x¹ Taking into account the Earn-Out Consideration, the EV/EBITDA multiple may differ to a range of. 5.8x - 7.3x1,2,3 The fixed deferred Consideration will be paid using liquidity and cash flow of the MGI Group (ii) Earn Out if revenue 2021 is more than USD 35m 32 7.3x² (iii) Earn Out, if revenue 2021 is more than USD 55m Up to total consideration 42 5.8x3 210 5.8x3 Note: 1) Based on the current EBITDA Guidance 2) Based on USD 23m EBITDA 3) Based on USD 36m EBITDA KINGSISLE. 17#18Oaktree Capital Management, LP ("Oaktree") Media and Games Invest Strategic new minority anchor investor enables the Kingslsle acquisition holding now -9% of MGI Oaktree ■ US Investment firm HQ in Los Angeles USD 140bn under management as of 30 September 2020 MGI investment was made from the € 1 billion European PE Fund Long-term Investment horizon of 3-5 years OAKTREE Strong track record of public market transactions building multi-billion listed companies Transaction rationales ☐ Able to conclude the capital increase within a short period of time because of their high degree of familiarity with MGI, enabled acquisition of Kingslsle MGI has a strong M&A track record and can focus with Oaktree on more midsized targets like Kingslsle Aim of Oaktree is to support MGI in developing into one of the leading European Games and Digital Advertising players Decreasing the valuation gap to listed gaming peers over time Capital Increase Proceeds of EUR 25m to finance part of the Kingslsle transaction 11,676,241 new shares which will be listed on Nasdaq FN Premier " Amount of MGI shares will increase to 128,749,748 shares ☐ Agreed on a lock up of 6-months with an investment horizon of 3-5 years ☐ Market Cap Increases to +350mn EUR (+3.6bn SEK) "We are excited to partner with MGI. MGI's diversified model reduces the dependence on individual games. Its ability to acquire successful games, integrate and upgrade them over time will lead to attractive, more stable long-term income. MGI's track record and growing scale will allow it to focus on more midsized companies which should accelerate growth. The recent investment in the various media assets has begun to show attractive margin and revenue expansions, which we believe should continue over time. Having the media competence in-house has become a decisive asset to grow revenue at comparably lower cost." Hermann T. Dambach Managing Director Oaktree Capital 18#19Prudent mid-term financial targets 2021... Media and Games Invest Revenue CAGR EBITDA margin EBIT margin Net leverage 25-30% 25-30% 15-20% 2-3x Wizard izard PIRATE KINGSISLE PIOI Source: Group information 19#20...and additional highlights Media and Games Invest Relocation to Luxembourg 2 New Mobile Games Acquisition of LKQD (connected TV) Introduction of B shares ESOP for Key employees Board & CFO buys shares for €350.000+ 20 20#21Media and Games Invest