#1Vividseats Experience It Live William Blair Growth Conference June 2022 (Nasdaq: SEAT) Vividseats#2Agenda 01 02 03 Company Overview Stan Chia, Chief Executive Officer Financials Lawrence Fey, Chief Financial Officer Q&A Stan Chia, Chief Executive Officer Lawrence Fey, Chief Financial Officer#3Forward looking statements and use of non-GAAP financial measures Certain statements made in this presentation are "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact contained in this presentation may be forward-looking statements. Forward-looking statements in this presentation include, but are not limited to, statements regarding our future results of operations and financial position, including our expectations regarding Marketplace Gross Order Value, revenues and Adjusted EBITDA and the impact of our investments; our expectations with respect to live event industry growth; our competitive positioning; our business strategy; and the plans and objectives of management for future operations. When used in this presentation, the words "estimates," "projected," "expects," "anticipates," "forecasts," "plans," "intends," "believes," "seeks," "may," "will," "should," "future," "propose" and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside of our control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, that may affect actual results or outcomes include the continuing impact of the COVID-19 pandemic, the timing and manner of the resumption of large- scale sporting events, concerts and theater shows, our relationships with buyers, sellers and distribution partners, changes in Internet search engine algorithms or changes in marketplace rules, competition in the ticketing industry, the willingness of artists, teams and promoters to continue to support the secondary ticket market, and our ability to maintain and improve our platform and brand or develop successful new solutions and enhancements or improve existing ones, the impact of potential unfavorable legislative developments, the success of our acquisition of Betcha Sports, Inc., our ability to obtain subsequent debt refinancing, the impact of system interruption and the lack of integration and redundancy in our systems and infrastructure, the impact of cyber security risks, data loss or other breaches of our network security, our being a controlled company, and other risks and uncertainties described in the section titled "Risk Factors" in our most recent Annual Report on Form 10-K and other filings with the Securities and Exchange Commission. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. We present Adjusted EBITDA and Adjusted EBITDA margin, which are non-GAAP measures, because they are measures frequently used by analysts, investors, and other interested parties to evaluate companies in our industry. Further, we believe these measures are helpful in highlighting trends in our operating results as they exclude the impact of items that are outside the control of management or not reflective of ongoing performance related directly to the operation of our business segments. These non-GAAP measures are used by our management internally to make operating decisions, including those related to analyzing operating expenses, evaluating performance, and performing strategic planning and annual budgeting. Moreover, we believe these non-GAAP measures provide useful information to investors and others in understanding and evaluating our results of operations, as well as providing a useful measure for period-to-period comparisons of our business performance and highlighting trends in our operating results. These non-GAAP measures are not based on any comprehensive set of accounting rules or principles and should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP. Further limitations of these non-GAAP measures are that they do not reflect all of the amounts associated with our operating results as determined in accordance with GAAP and may exclude costs that are recurring, such as interest expense, equity-based compensation, litigation, settlements and related costs and change in value of warrants. In addition, other companies may calculate similarly-titled non-GAAP measures differently than us, thereby limiting their usefulness as a comparative tool. We compensate for these limitations by providing specific information regarding the GAAP amounts excluded from Adjusted EBITDA and Adjusted EBITDA margin. Please refer to the "Non-GAAP Reconciliations" at the end in this presentation. We calculate forward-looking non-GAAP Adjusted EBITDA based on internal forecasts that omit certain information that would be included in forward-looking GAAP net income (loss), the most directly comparable GAAP measure. We do not attempt to provide a reconciliation of forward-looking non-GAAP Adjusted EBITDA guidance to forward-looking GAAP net income (loss) because forecasting the timing or amount of items that have not yet occurred and are out of our control is inherently uncertain and unavailable without unreasonable efforts. Vividseats#4Company Overview Stan Chia, Chief Executive Officer Vividseats#5Vivid Seats: Scaled, Growing and Highly Profitable Marketplace flywheel working as we emerge from pandemic with record results Our Mission: To empower and enable fans to Experience It Live Key Statistics Represents 2019 metrics (2) Represents 2021 metrics 100+ M tickets sold $2.4bn Marketplace GOV(2,3) Our Business: A scaled, growing, and profitable online secondary ticketing marketplace serving the concert, sports & theater markets 12+ M customers (1) $443mm Revenues (2) 3,400+ active sellers (1) $110mm Adjusted EBITDA (2,4) Marketplace GOV represents the total transactional amount of Marketplace segment orders placed on our platform in a period, inclusive of fees, exclusive of taxes, and net of event cancellations that occurred during that period. (4) Adjusted EBITDA is not a measure defined under GAAP. Please see the appendix for a reconciliation of Net Income to Adjusted EBITDA. Vivid Seats . 5#6Vivid Seats Is a Full-Service Marketplace... Sellers 8 Skybox SkyBox Free-to-use ERP system with direct integrations across all major marketplaces Vivid Seats Infrastructure Vivid Seats Infrastructure The Vivid Seats Ecosystem Direct integrations across all major marketplaces P Vividseats Vivid Seats Marketplace w Life happens live. O!! Marketplace available via app, desktop, and mweb Life happens live. Vivid Seats Infrastructure American Airlines GROUPON Distribution Partners CAESARS THEATRELAND TICKETOFFICES.com TICKETS ONSALE Vivid Seats Infrastructure Broad consumer base Fans & Captive segments Vivid Seats. 6#7...With A Broad Portfolio of Events Concerts (44% of 2021 Marketplace GOV) BILLIE EILISH GRUPO MAROON 5 FIRME LUKE BRYAN THE WEEKND BRUNO MARS kanYeWest KENNY CHESNEY LUKE GOMBS JUSTIN BIEBER (1) Based on 2019 data MACHINEGUIE E ELTON JOHN BILLY JOEL V Llapaliza PLOIRINLA COREIA TIND Rolling Loud ASTROWORLD Sports (45% of 2021 Marketplace GOV) C CLEVELAND CAVALIERS 5 KOLL 200,000+ Unique Events Sold (1) COWBOYS GIANTS Dodgers GOLDEN WAR STATE 4th FLOS ANGELES RAW AKERS Mets CHILD D T Wela ASU G BRUINS UFC MONSTER JAM SUPER BOWL Patriols BOWL ROSE GAME OSU Theater (11% of 2021 Marketplace GOV) HAMILTON LION KING WICKED The Nutcracker THE BOOK OF MORMON PHANTOM OF THE OPERA SEBASTIAN MANISCALCO Jp DUDE PERFECT JERSEY BOYS babāk nem tarta THE JIM GAFFIGAN SHOW JEFT DUNHAM SHOW DAVE CHAPPELLE Disney ONFICE ADD CITY CHRISTMAS Beautiful ECTACULA The Carole King Musical CHAS O GRAND OLE OPRY dancing 100 million+ Tickets Sold stars OVO CRQUE DU SOLEIL Vivid Seats. 7#8Our Multi-Sided Network: Fans and Sellers Fans: Diverse with millennials representing the largest segment Age: Gender: 18-24 Fans as 10% 25-34 27% 47% (Female) 35-44 45-54 55-64 65+ 21% 19% 14% 8% 53% (Male) Vividseats Sellers OS Sellers: Broad range from casual opportunist to large sophisticated brokers Fragmented and diversified across: Size, Categories, and Geographies Vivid Seats . 8#9Leading Seller Technology through Skybox KYBOX OA 2011 Super - Tangay O TY Inventory Swing+ Baba Yowat Sulton viden O yang y 157 im 110. Water at han 30.0 sum $325.00 sta STAM SUSUSTAAN MAWILLA 231134 11:21/211241AM 42:12:21 17:45AM 12:20/20 12/21/2004 STAR PH 1200PM 43 B 11 63 43 D DHD D D D D D D D D 34121 04921 04/0421 141 040421 4521 34021 14021 INVENTORY 20:00:02:00 0:00 01. *** OFF. OD 87 A 12 48 TIRA 7:42 * nurch Add a Search Inventory 2021 Super Bowl - Tampa Bay Buccaneers ws Kansas City Chiefs (Reduced Capacity, Social Distancing) Raymond James Stadium Tampa, FL Sunday, February 07, 2021, 6:30 PM @PRICING @PRICING SORTEILTER Kansas City Royals at Chicago White Sox (Opening Day) Guaranteed Rate Field | Chicago, IL Thursday, April 08, 2021, 11:59 PM PRICING Actions 1 LISTINGS > 8 inveless Boston Red Sox at Baltimore Orioles Camdan Yards Baltimore, MD Saturday, April 10, 2021, 11:59 PM PRICING 1 LISTINGS > Kansas City Royals at Chicago White Sox Quaranteed Rate Field | Chicago, IL Saturday, April 10, 2021, 11:59 PM LISTINGS > TUSTINGS > Purchases Reports 444 Cloud-based POS solution adopted by large share of seller base Rich feature set across key seller activities Native integrations & listing toolsets provided to all sellers 3rd party automation tools built around Skybox enhance platform value ✔✔Desktop plus iOS experience Vivid Seats . 9#10Differentiated Buyer Experience 9:41 $135 Super Fan Reward at 10 Stamps 6 to go FRI, AUGUST 6 Good evening, Julia Popular Bad Bunny Thu, Feb 24 8:00pm Staples Center Follow your favorites Los Angeles Dodgers Recently Viewed QF Find More Billie Eilish Discovery Dave View All EE 9:41 Lady Gaga Fri, Aug 27-7:30pm at Wrigley Field Live Streams Chicago MusiCares: Music on a Mission (BT... Fri, Mar 12 7:00pm QF Upcoming Popular This Weekend House of Highlights 2x2: L... Sat, Mar 6-7:00pm View All Engagement View All 9:41 6 stamps to go Reward Credit is yours at 10 stamps LEVEL Super Fan wwvidseats rewards Your Super Fan Benefits 12 A all CREDIT $135.12 Collect 1 Stamp Per Ticket Each ticket you buy earns a stamp. No excluded events. 10 10 Stamps = Reward Credit Your Reward Credit is the average value of your 10 purchased tickets. Extended Expiration Collected stamps and Reward Credit remain valid for 3 years. Surprise Upgrades Your tickets are eligible for impromptu upgrades. We can't wait to delight you! Birthday Gift Enjoy a discount from us each year. Icon Unlock at $2,000 Spend $1.421 to get added perks Rewards 9:41 Chicago Cubs Home Games ✓ Wed Apr 11 1:20p Fri Apr 13 1:20p Sat Apr 14 1:20p Sun Apr 15 1:20p Tue Apr 17 7:10p Wed Apr 18 7:10p all Any Dates Chicago Cubs at Milwaukee Brewers Miller Park, Milwaukee, WI Washington Nationals at Chicago Cubs Wrigley Field, Chicago, IL Washington Nationals at Chicago Cubs Wrigley Field, Chicago, IL Washington Nationals at Chicago Cubs Wrigley Field, Chicago, IL Chicago Cubs at New York Mets Citi Field, New York, NY Chicago Cubs at New York Mets Citi Field, New York, NY QF Transactional Path 9:41 Lower Level 155 Row 3 Super Seller Mobile Tickets Instant Delivery Get in with your phone. Green Bay Packers at Chicago Bears Sun, Oct 17, 2021 at 12:00pm Shop with Peace of Mind We guarantee valid tickets delivered in time for the event or your money back Soldier Field 1410 Museum Campus Dr, Chicago, IL 4 Tickets all & V Continue $135 ea យ Simplified Purchase Vivid Seats 10#11Unique Value Proposition within Ticketing Ecosystem(¹) Profitability StubHub ticketmaster (TM+ only) Circle size represents Vividseats approximate 2019 GOV TickPick SEAT GEEK GAMETIME> Growth (1) Based on internal Company estimates, publicly available information and historical publicly available information Unique combination of growth, profitability and cash flow Strong balance sheet with net- cash position provides stability and flexibility Well-situated in environment with heightened focus on profitability Vivid Seats. 11#12Building Brand, Loyalty and Engagement Brand Awareness Aided Brand Awareness 75% Brand Opportunity ticketmaster 54% StubHub Source: YouGov July 2021 33% LIVE NATION 16% SEAT GEEK <10% Vividseats Loyalty 9:41 LEVEL Icon 7 stamps to go Reward Credit is yours at 10 stam Your Icon Benefits 62 ů Vividseats M rewards wwwsects rewards Collect 1 Stamp Per Tic Each ticket you buy earns a excluded events. 10 Stamps Reward Cr Your Reward Credit is the a of your 10 purchased tickets Extended Expiration Collected stamps and Rewa remain valid for 4 years. Surprise Upgrades Your tickets are eligible for i upgrades. We can't wait to Birthday Gift Enjoy a discount from us ea all 9:41 6 stamps to go Reword Credit is yours of 10 stom LEVEL Super Fan Your Super Fan Benefits Collect 1 Stamp Per Tick Each ticket you buy earns a s excluded events. G www.hels rewards m 6 10 Stamps Reward Cre Your Reward Credit is the ave your 10 purchased tickets. Extended Expiration Collected stamps and Reward valid for 3 years. Surprise Upgrades Your tickets are eligible for im upgrades. We can't wait to d Birthday Gift Enjoy a discount from us each Icon Unlock at $2,000 Spend $1.521 to ost added ge all 4 = 9:41 videat rewards 7 stamps to go Reward Credit is yours at 10 stamps LEVEL Rising Star Your Rising Star Benefits 10 CREDIT $O Collect 1 Stamp Per Ticket Each ticket you buy earns a stamp. No excluded events. 10 Stamps = Reward Credit Your Reward Credit is the average value of your 10 purchased tickets. Birthday Gift Enjoy a discount from us each year. Super Fan Unlock at $400 Spend $125 to get added perks About Rewards Engagement Betcha Vividseats Powered by 10:58 $50 All NFL NFL Sun 11:55am NFL Early Slate Showdown Week 8 Derrick Henry TEN RB 3 Betcha NFL Sun 11:55am Kinda Random NFL Showdown Week 8 Mike White NY) QB NFL Sun 12:00pm Panthers at Falcons Sam Darnold CAR QB NFL Sun 12:00pm Dolphins at Bills U Josh Allen BUF QB B Alex Coline SEA RE You earned some Betcha Bucks Learn more in our FAQ Matt Ryan ATL GB Q 8 Vivid Seats . 12#13Financials Lawrence Fey, Chief Financial Officer Vividseats#14Marketplace GOV and Revenues (in thousands) $116,473 Q1 2021 Marketplace GOV¹ $693,090 $713,062 Q2 2021 Q3 2021 $876,467 Q4 2021 $742,138 Q1 2022 $24,114 Q1 2021 $115,498 Q2 2021 Revenues $139,538 Q3 2021 $163,888 Q4 2021 (1) Marketplace GOV represents the total transactional amount of Marketplace segment orders placed on our platform in a period, inclusive of fees, exclusive of taxes, and net of event cancellations that occurred during that period. $130,772 Q1 2022 Vivid Seats . 14#15Net Income/(Loss) and Adjusted EBITDA (in thousands) ($20,251) GAAP Net Income (Loss) ¹ Q1 2021 $2,645 ✔-84% Net Income (Loss) margin % 2% Q2 2021 -1% ($1,847) Q3 2021 $324 0% Q4 2021 $3,138 2% Q1 2022 17% $4,187 Adjusted EBITDA ² Q1 2021 $36,195 Adj. EBITDA margin % 31% $41,965 30% Q2 2021 Q3 2021 (1) Represents consolidated net income (loss) before allocation to noncontrolling interests. (2) Adjusted EBITDA and Adjusted EBITDA margin are not measures defined under GAAP. See the appendix for a reconciliation of Adjusted EBITDA to net income (loss) and Adjusted EBITDA margin to net income (loss) margin. $27,522 17% Q4 2021 $21,012 16% Q1 2022 Vivid Seats . 15#162022 Financial Guidance Key Financial Metrics Marketplace GOV Revenues Adjusted EBITDA¹ May 10, 2022 $2.80B to $3.05B $520M to $555M $110M to $115M March 10, 2022 $2.7B to $3.0B $510M to $550M $110 to $115M Change ←← ↓ (1) Adjusted EBITDA is not a measure defined under GAAP. We believe adjusted EBITDA provides useful information to investors and others in understanding and evaluating our results of operations, as well as providing a useful measure for period-to-period comparisons of our business performance. We calculate forward-looking non-GAAP Adjusted EBITDA based on internal forecasts that omit certain information that would be included in forward-looking GAAP net income (loss), the most directly comparable GAAP measure. We do not attempt to provide a reconciliation of forward-looking non-GAAP Adjusted EBITDA guidance to forward-looking GAAP net income (loss) because forecasting the timing or amount of items that have not yet occurred and are out of our control is inherently uncertain and unavailable without unreasonable efforts. Vivid Seats. 16#17Closing Remarks Stan Chia, Chief Executive Officer Vividseats#18Key Takeaways Flywheel Gathering Momentum Healthy Supply- Demand Environment Right to Win Our marketplace flywheel is working as we emerge from the pandemic with record results and momentum with both buyers & sellers We sit at the intersection of supply and demand; recent volume indicates healthy environment and secular trends are in our favor We have the product, technology and scale to win in the long-term Vivid Seats 18#19Q&A Vividseats#20Thank You [email protected]#21Non-GAAP Reconciliations (in thousands except for percentages) Net income (loss) / Net income (loss) margin Income tax expense Interest expense Depreciation and amortization Sales tax liability (¹) Transaction costs (2) Equity-based compensation (3) Loss on extinguishment of debt (4) Litigation, settlements and related costs (5) Severance related to COVID-19 (6) Change in value of warrants (7) Adjusted EBITDA / Adjusted EBITDA margin Q1 2021 -$20,251 $16,319 $295 $2,261 $3,546 $1,090 $641 $286 $4,187 Q2 2021 $2,645 $16,839 $500 $10,726 $3,863 $1,184 $438 $0 $36,195 2021 Q3 2021 -$1,847 $17,319 $711 $21,574 $1,428 $1,197 $1,583 $0 $41,965 Q4 2021 $324 $304 $7,702 $816 -$25,605 $4,015 $2,576 $35,828 $173 $0 $1,389 $27,522 2021 -$19,129 $304 $58,179 $2,322 $8,956 $12,852 $6,047 $35,828 $2,835 $286 $1,389 $109,869 2022 Q1 2022 $3,138 $76 $3,942 $1,385 $922 $1,402 $3,597 $4,285 -$14 $0 $2,279 $21,012 Q1 2021 -84.0% 67.7% 1.2% 9.4% 14.7% 4.5% 2.7% 1.2% 17.4% Q2 2021 2.3% 14.6% 0.4% 9.3% 3.3% 1.0% 0.4% 1 I 31.3% 2021 Q3 2021 -1.3% 12.4% 0.5% 15.5% 1.0% 0.9% 1.1% I 30.1% Q4 2021 0.2% 0.2% 4.7% 0.5% -15.6% 2.4% 1.6% 21.9% 0.1% 0.8% 16.8% 2021 -4.3% 0.1% 13.1% 0.5% 2.0% 2.9% 1.4% 8.1% 0.6% 0.1% 0.3% 24.8% Vivid Seats. 21 2022 Q1 2022 2.4% 0.1% 3.0% 1.1% 0.7% 1.1% 2.8% 3.3% -0.0% 1.7% 16.1%#22Non-GAAP Reconciliations Notes: (1) (2) (3) FOOR Defined Terms: In March of 2021, we incorporated an entity in Delaware for the purpose of completing the transactions contemplated by the transaction agreement dated April 21, 2021 (the "Transaction Agreement") among Horizon Acquisition Corporation ("Horizon"), a publicly traded special purpose acquisition company, Horizon Sponsor, LLC, a Delaware limited liability company, Hoya Intermediate, LLC ("Hoya Intermediate") and Hoya Topco, LLC ("Hoya Topco"), a Delaware limited liability company. In October 2021, as contemplated by the Transaction Agreement, Horizon merged with us (the "Merger Transaction"), upon which the separate corporate existence of Horizon ended and we remained as the surviving entity. At the same time, we became a publicly traded company listed on the Nasdaq Global Select Market ("Nasdaq") with our Class A common stock trading under the symbol "SEAT" and warrants trading under the symbol "SEATW." On June 30, 2017, we entered into a $575.0 million first lien debt facility, comprised of a $50.0 million revolving facility (the "Revolving Facility") and a $525.0 million term loan (the "June 2017 First Lien Loan"), and a second lien credit facility, comprised of a $185.0 million second lien term loan (the "June 2017 Second Lien Loan"). The First Lien Loan was amended to upsize the committed amount by $115.0 million on July 2, 2018. On October 28, 2019, we paid off our June 2017 Second Lien Loan balance. The underlying credit facility was subsequently retired on May 22, 2020. On October 18, 2021, in connection with and using the proceeds from the Merger Transaction, we made an early payment of a portion of our May 2020 First Lien Loan balance. On May 22, 2020, we entered into a new $260.0 million first lien term loan (the "May 2020 First Lien Loan") that is pari passu with the June 2017 First Lien Loan. The proceeds from the May 2020 First Lien Loan were used for general corporate purposes and to extinguish and retire the Revolving Facility in full. On October 18, 2021, in connection with and using the proceeds from the Merger Transaction, we paid off in full our May 2020 First Lien Loan balance. In connection with the Merger Transaction, Hoya Intermediate issued to Hoya Topco (i) warrants to purchase 3,000,000 shares of Hoya Intermediate common units at an exercise price of $10.00 per share, and (ii) warrants to purchase 3,000,000 shares of Hoya Intermediate common units at an exercise of $15.00 per share (collectively, the "Hoya Intermediate Warrants"). . . . We have historically incurred sales tax expense in jurisdictions where we expected to remit sales tax payments but were not yet collecting from customers. During the second half of 2021, we began collecting sales tax from customers in all required states. The sales tax liability presented herein represents the exposure for sales tax prior to the date we began collecting sales tax from customers reduced by abatements received, inclusive of any penalties and interest assessed by the jurisdictions. Discussions with jurisdictions regarding our liability for uncollected sales taxes continued into 2022. Transaction costs consist of legal; accounting; tax and other professional fees; personnel-related costs, which consists of retention bonuses; and integration costs. Transaction costs recognized in 2022 were related to the merger transaction with Horizon Acquisition Corporation (the "Merger Transaction"), the acquisition of Betcha Sports Inc., and refinancing of the remaining June 2017 First Lien Loan with a new February 2022 rst Lien Loan. Transaction costs recognized in 2021 were related to the Merger Transaction, to the extent they were not eligible capitalization. We incur equity-based compensation expenses for profits interests issued prior to the Merger Transaction and equity granted according to the 2021 Incentive Award Plan ("2021 Plan"), which we do not consider to be indicative of our core operating performance. The 2021 Plan was approved and adopted in order to facilitate the grant of equity incentive awards to our employees and directors. The 2021 Plan became effective on October 18, 2021. Losses incurred resulted from the extinguishment of the June 2017 First Lien Loan in February 2022. These amounts relate to external legal costs, settlement costs and insurance recoveries, which were unrelated to our core business operations. These charges relate to severance costs resulting from significant reductions in employee headcount due to the effects of the COVID-19 pandemic. These expenses relate to the revaluation of Hoya Intermediate Warrants following the Merger Transaction. ● Vivid Seats 22