029 : Annual Report as of 24 APR 2024

2023

SUPPORTING NEXT-GENERATION EXPERIENCES, HOSPITALITY & HAPPINESS

029 Group Annual Report 2023

Table of Contents

1.	TO OUR SHAREHOLDERS	3
A.	029 GROUPSE AT AGLANCE	3
B.	LETTER TOOURSHAREHOLDERS	4
C.	REPORT OF THEADMINISTRATIVEBOARD	8
D. ADMINISTRATIVE BOARD & MANAGEMENT BOARD	12
E.	2023 HIGHLIGHTS	14
F.	INVESTOR INFORMATION	15
2.	MANAGEMENT REPORT	19
A.	FUNDAMENTAL INFORMATION ABOUT 029 GROUP SE	19
B.	REPORT ON BUSINESS AND ECONOMIC POSITION	23
C.	RESULTS OF OPERATIONS AND FINANCIAL CONDITION	28
D.	FORECAST REPORT	34
E.	RISK AND OPPORTUNITIES REPORT	37
F.	CORPORATE GOVERNANCE STATEMENT PURSUANT TO § 289F GERMAN COMMERCIAL CODE (HGB)	46
G.	TAKEOVER STATEMENT DISCLOSURES IN ACCORDANCE WITH § 289A OF THE GERMAN COMMERCIAL CODE
(HGB)	47
H.	DEPENDENCY REPORT	50
3.	FINANCIAL STATEMENTS	51
4.	RESPONSIBILITY STATEMENT	66
5.	INDEPENDENT AUDITOR'S REPORT	68
6.	DISCLAIMER / CONTACT	78

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1. To Our Shareholders

1. 029 GROUP SE AT A GLANCE

We are a global hospitality and lifestyle platform blending luxury, technology and community to build and support category-defining brands aimed at making people's lives happier.

We believe that the next-generation of consumer brands will be built on connection, experiences and community.

• 5 Portfolio Companies as of the date of this Report1
• Market Cap: EUR 79m as at 31 December 2023
• Preferred Investment Stage: Pre-Seed and Seed

1 Reflects the liquidation of Conscious Good and the sale of our interest in Emerald Stay in FY 2024 disclosed in February 2024 outside of the reporting period included in this Annual Report.

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1. LETTER TO OUR SHAREHOLDERS

Dear Shareholders,

As we reflect on the past year, it's clear that 2023 has unfolded as one of the most challenging periods for the venture markets globally. Our journey through these turbulent times has tested our resilience, adaptability, and strategic foresight. In this letter, I aim to share with you how 029 Group SE has navigated these challenges, the impact on our operations and portfolio companies, and our strategic outlook as we move forward.

The Venture Capital Landscape in 2023

The venture capital landscape in 2023 has been marked by unprecedented challenges. A confluence of macroeconomic pressures, including persistently high inflation rates, geopolitical tensions, and a tightening of monetary policies across major economies, has significantly impacted investor sentiment and funding dynamics. The ripple effects of these factors have been felt deeply across the venture ecosystem, leading to a more cautious investment approach, valuation adjustments across the industry, and an intensified focus on sustainability and profitability over growth at any cost.

Navigating the Storm

In response to these headwinds, 029 Group SE has taken proactive steps to fortify our position and ensure the continued success and resilience of our portfolio companies. Recognizing early the shift in market dynamics, we tightened our investment criteria, placing a greater emphasis on valuation, unit economics, cash flow management, and operational efficiencies. We have worked closely with our portfolio companies, assisting them with strategic advice on cost optimization strategies, diversification of revenue streams, management of burn rates and reinforcement of their value propositions. This focus ultimately resulted in the wind down of our investment in Conscious Good in February 2024.2

Despite the market downturn, we have seen pockets of opportunity as evidenced by our investment into fjör. Our focus on the hospitality and lifestyle sectors, areas where we believe long-term trends still favor innovation and new consumer experiences, has allowed us to identify and support ventures that align with evolving consumer behaviors and preferences.

Portfolio Performance and Strategic Wins

Our portfolio companies have shown resilience and adaptability in the face of these challenges. While some have faced headwinds, particularly those in the early stages of growth, others have capitalized on opportunities to strengthen their market positions, improve operational efficiencies, and pursue sustainable growth. We have also seen

2 Disclosed in our Ad Hoc release published on 5 February 2024. The impact of our write-down falls outside of the reporting period of this Annual Report

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successful strategic pivots and innovations that have allowed our companies to tap into new markets and consumer segments.

Some of the portfolio highlights are set out below.

Limestone Capital made significant strides in the European hospitality market. With the acquisition of the iconic Hotel Axel in Madrid in September 2023 and the addition of a luxurious resort in Costa Smeralda, Sardinia, set to open its doors in May 2024, Limestone's portfolio expansion is evident. The company's operational revenue from Aethos hotels have doubled since 2022, reflecting its effective management strategies. Looking forward, the construction of the Lisbon city center hotel is slated to commence in Q2 2024, while significant progress on the Mallorca construction is expected by the beginning of May. These developments underscore Limestone's commitment to growth and innovation in the European hospitality sector, positioning it as a key emerging player in the industry.

Emerald Stay, an integrated leisure property asset manager for high end holiday homes, continued its strong growth trajectory with the acquisition of a leading property manager in Verbier, Switzerland. This success of Emerald Stay culminated in our exit of our investment in February at a multiple on invested capital of 2.7X, as disclosed in our ad hoc release on 12 February 2024. Whereas this sale is not reflected in the reporting period covered by this Annual Report, our successful exit in extremely challenging markets shows our ability to generate value and supports our thesis. We wish the Emerald Stay continued success and retain indirect exposure through Limestone's stake in Emerald Stay.

Hotelbird has remained at the forefront of digitalization, driving operational success and competitiveness for its clients. Despite challenging market conditions, particularly in Germany, Hotelbird's innovative solutions have continued to empower hotels to adapt and thrive. Collaborations with industry leaders such as SIHOT have further enhanced its offerings, enabling seamless automation and customization of the guest experience. Moreover, Hotelbird's strategic partnerships, such as with KIOSK Embedded Systems, have resulted in innovative solutions like the fully automated kiosk system, providing guests with contactless and flexible check-in/out experiences. Hotelbird's solutions empower hotels to reduce costs, mitigate the impact of staff shortages, and offer modern digital guest journeys. With a focus on excellence and innovation, Hotelbird continues to redefine the digital guest journey, adding significant value to its customers' businesses through new framework agreements, individual hotel contracts, and large-scale rollouts within leading hotel chains.

TRIP, the leading CBD beverage company, continued its exceptional growth trajectory, achieving significant milestones in 2023. Recognized as the 4th fastest-growing company in the UK and crowned Soft Drinks Brand of the Year at The Grocer Gold Awards, TRIP's continued its strong trajectory of operating performance. Its inclusion in the Sunday Times 100 list highlights its remarkable ascent in the industry. With a mission to alleviate stress for a billion people, TRIP's UK market leadership persists, while international expansion, particularly in France and the US, flourishes. Ultimately, TRIP moved to breakeven in Europe in Q4 2023, signaling continued growth prospects for 2024.

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Brother's Bond bourbon navigated a challenging year in the spirits industry in the USA, which was reflected in challenging operating conditions. Despite these headwinds, Brother's Bond continued to have broad marketing appeal with over 1.9 million Instagram . Notably, in 2023, Brother's Bond introduced a new extension with its 90 Proof Rye winning a double gold medal in NYC, solidifying its reputation for high quality. Additionally, the brand made its debut in Canada, securing listings across all of the country's liquor boards and experiencing promising success in its first international market. Looking ahead to 2024, Brother's Bond plans to relocate its bottling process in Q2 to enhance operational efficiency and reduce costs, while also introducing a new regenerative grain bourbon. As the company enters its second phase of growth, it aims to target traditional whiskey drinkers through strategic marketing initiatives, including new advertising campaigns and grassroots PR efforts.

Fjör, a science-drivendirect-to-consumer (D2C) skincare brand based in London, received a significant boost with a GBP 400,000 pre-seed investment round led by us. This investment aims to accelerate fjör's growth in new product development, team expansion, and targeted marketing campaigns. Fjör's flagship product, the world's first hydrolytic serum, offers anti- aging and deep hydration benefits, setting a new standard in skincare. Developed in collaboration with ZymIQ Technology, the serum's hydrolytic enzyme helps rebalance the skin's microbiome, catering to all skin types, including sensitive skin. The brand's success in 2023 includes two successful product launches and significant press mentions with a reach exceeding 32 million.

OUTLOOK 2024

As 029 Group SE looks ahead to 2024, we approach the year with a blend of caution and strategic optimism. The anticipated stabilization of inflation presents a potentially more predictable financial landscape, offering relief from the pressures that have challenged the global economy and the venture capital ecosystem. This shift is expected to gradually restore consumer confidence and spending power, particularly benefiting the luxury and lifestyle sectors where our portfolio is strategically positioned.

However, the persisting geopolitical volatility remains a significant concern, with its capacity to influence global trade and investment dynamics. Our response to such uncertainty is twofold: reinforcing the resilience of our portfolio companies through prudent management and focus on operational efficiency, and maintaining our agility to adapt to rapid market changes.

In 2024, 029 Group SE will continue to prioritize investments in line with our hospitality and lifestyle thesis, areas we believe will continue to drive long-term growth despite short-term uncertainties. Our commitment to supporting our portfolio companies with a hands-on approach will intensify, focusing on areas critical for thriving in a stabilizing yet unpredictable global environment.

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Looking forward with cautious optimism, we are prepared to leverage the expected economic conditions to foster sustainable growth and value creation for our shareholders. The journey ahead may have its challenges, but with a clear strategic focus and a resilient portfolio, we believe that we are well-equipped to navigate the future.

Lorin Van Nuland

Managing Director

Berlin, 24 April 2024

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1. REPORT OF THE ADMINISTRATIVE BOARD

Dear Shareholders,

In the financial year 2023, the Administrative Board performed its duties incumbent upon it by law, the Rules of Procedure and the Articles of Association with due care and in full.

The Administrative Board managed the Company, determined the key lines of business operations and continuously monitored the work of the Managing Director, providing them with oral and written advice. The Administrative Board was informed in good time about all transactions of particular importance. Transactions requiring approval were duly submitted to the Administrative Board by the Managing Director in good time. The Administrative Board examined all reports and documents in detail. All transactions requiring approval were approved.

1. COMPOSITION OF THE ADMINISTRATIVE BOARD

In the reporting period, the Administrative Board consisted of the following members:

• Lorin Van Nuland (since 20 June 2022; Managing Director)
• Juan Rodriguez (since 24 September 2022, re-elected on 28 June 2023; Chairman)
• Thomas Hanke (until 28 June 2023; Deputy Chairman)
• Dr. Martina Wimmer (since 28 June 2023; Deputy Chairman)

On 28 June 2023 Dr. Martina Wimmer was elected in the Company´s Annual General Meeting as new member of the Administrative Board and replaces Thomas Hanke which was appointed by court order until the next Annual General Meeting.

In accordance with § 7 para. 3 of the Articles of Association, the majority of the members of the Administrative Board are non-executive members, with Lorin Van Nuland being the sole executive member of the Administrative Board.

2. COMMITTEES OF THE ADMINISTRATIVE BOARD

Since the admission of the Company's shares to the regulated market on 6 October 2022, the Administrative Board concurrently functions as Audit Committee with identical personnel. No further committees of the Administrative Board have been established.

3. MEETINGS OF THE ADMINISTRATIVE BOARD

A total of 6 meetings of the Administrative Board were held in the financial year 2023 (1 meetings in person and 5 meetings by videoconference) at which all members of the Administrative Board and Managing Directors were present.

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4. FOCUS OF THE DELIBERATIONS OF THE ADMINISTRATIVE BOARD

In addition to the regular statutory reporting, the Administrative Board focused its deliberations in its meetings, in particular, on the following topics:

Meeting on 20 April 2023:

Meeting on 25 April 2023:

Meeting on 28 June 2023:

Meeting on 04 August 2023:

Meeting on 18 August 2023:

Meeting on 05 December 2023:

Q1 board meeting; discussion of the draft Annula Report with the Auditor; resolution on Annual Report related topics such as Remuneration Report and the Corporate Governance Statement.

Approval of Financial Statements, report of the Administrative Board, Dependency Report

Held in person. Appointment of Chirman and Deputy of the Chairman of the Administrative Board.

Approval of the FJOR Ltd. investment.

Approval of the Loan Facility increase under the Loan Facility Agreement between Apeiron and the Company.

Q4 Board Meeting with the Managing Director being present in the office of the Company and with the Chairman and the Deputy Chairman attending via videoconference. Discussion on business updates, business plan and strategy.

The Managing Director informed the Administrative Board regularly and comprehensively about the Company's planning, the course of business and the current situation of the Company, and complied fully with their duties to provide information at all times. The Administrative Board also dealt in detail with the economic situation and the operational and strategic development and discussed the further development of the Company.

5. ANNUAL AUDIT

At the Annual General Meeting on 28 June 2023 Mazars GmbH & Co. KG Wirtschaftsprüfungsgesellschaft Steuerberatungsgesellschaft ("Mazars" of the "Auditor") was elected as auditor of the Annual Financial Statements for the financial year 2023 at the proposal of the Administrative Board. Mazars completed the audit of the Annual Financial Statements and the Management Report for the financial year 2023 and issued an unqualified audit opinion which is included elsewhere in this Annual Report.

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The draft financial statement documents, the draft audit report and the main points of the audit were discussed in detail with the Auditor at the Administrative Board meeting on 23 April 2024. The draft auditors reported on the main findings of their audit and were available to the Administrative Board to answer questions and provide additional information.

The Annual Financial Statements and the Management Report as of 31 December 2023 have thus been prepared in full in accordance with the provisions of the German Commercial Code (HGB) and audited by Mazars. Following intensive discussion of the audit results, the Administrative Board approved the Annual Financial Statements and the Management Report for the financial year 2023. The Annual Financial Statements of 029 Group SE were thus adopted in accordance with § 47 para. 5 SEAG.

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