Mobilezone : Invitation to the Annual General Meeting 2022

To the shareholders of mobilezone holding ag

GENERAL MEETING 2022

Wednesday, 6 April 2022

Suurstoffi 22, 6343 Rotkreuz, Switzerland

www.mobilezoneholding.ch

About the visual concept of the

Annual Report 2021

The culture of the mobilezone Group is characterised by the diversity of our employees. In this year's annual report, we would like to make this visible and have therefore looked for people within the company who symbolise this diversity. In the Annual Report 2021, we depict two people per location, one who has been with the company for longer and one who has been with the company for less time. We find out from them why they work for mobilezone and what mobilezone means to them. With the pictures of the portrayed persons on the cover pages of this booklet, we give you a first insight into the concept of the annual report.

The current picture shows Christoph Achterholt, Meina Batke, Fabian Goldhausen and Tim Klütz (from left to right) from powwow and mobilezone handel in Germany.

Agenda items and motions

1. Annual report, consolidated financial statements, financial statements of mobilezone holding ag

1. Approval of the annual report and consolidated 2021 financial statements
2. Approval of the 2021 financial statements of mobilezone holding ag

1. Discharge of the Board of Directors and Group management
2. Resolution on the appropriation of available earnings, an ordinary dividend and a withholding-tax-free distribution from reserves from capital contribution

1. Appropriation of the 2021 available earnings and an ordinary dividend of mobilezone holding ag
2. Withholding-tax-freedistribution from reserves from capital contribution of mobilezone holding ag

4. Amendment to the Articles of Association

1. Amendment of Article 3 (reduction of share capital)
2. Amendment of Article 3a Paragraph 1 (authorized capital)

1. Further share buybacks
2. Remuneration for members of the Board of Directors and Group management

1. Consultative vote on the remuneration report for fiscal year 2021
2. Approval of the total amount of the maximum permissible remuneration for the Board of Directors for the period up to the next General Meeting
3. Approval of the total amount of the maximum permissible remuneration for Group management for fiscal year 2023

7. Elections

1. Members of the Board of Directors
2. Chairman of the Board of Directors
3. Members of the Compensation Committee
4. Independent proxy
5. Auditor

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Record result 2021 - strong EBIT growth and increase in margins

Dear Shareholders,

mobilezone closed the reporting year of 2021 with record results. This was achieved both in Germany and Switzerland. Sales amounted to CHF 982 million; 67 per cent of this was achieved in Germany and 33 per cent in Switzerland. CHF 374 million (previous year: CHF 308 million) or 38.1 per cent of sales were achieved with its own platforms "online". Organic growth amounted to 7.3 per cent. The good result with an EBIT of CHF 72.7 million and an EBIT margin of 7.4 per cent is confirmation of the consistently pursued strategic course and the agile organisation. Restructuring of the German companies was completed in the first half of the year. The positive synergy effects of more than EUR 5 million per year are working as planned.

Financial guidance exceeded

The operating profit (EBIT) amounts to CHF 72.7 million (2020: CHF 44.0 million / 2019: CHF 59.6 million) and is thus 22.0 per cent higher than in the pre-pandemic year 2019, which at that time was equivalent to the best result in the company's history. The EBIT guidance of CHF 67 to 72 million, which was increased by CHF 6 million in August 2021, and the sales expectation of CHF 950 million with an EBIT margin of around 7 per cent communicated in the previous year were exceeded.

The EBIT including the non-cash special effect of CHF 6 million from the sale of the wholesale business in Germany in January 2021 amounts to CHF 66.7 million.

Key figures in brief

The following key figures exclude the non-cash negative special effects of CHF 6 million from the sale of the wholesale business in January 2021.

Organic sales growth of plus 7.3 per cent from CHF 916 to CHF 982 million the currency effect amounts to minus 0.1 per cent. In 2020, the wholesale business sold in January 2021 contributed CHF 303 million, and mobiletouch aust- ria gmbH, which was sold in December 2020, contributed CHF 18.7 million to the previous year's revenue of CHF 1,238 million.

Operating profit (EBIT) of CHF 72.7 million (previous year: CHF 44.0 million) with an EBIT margin of 7.4 per cent (previous year: 3.6 per cent), with Switzerland and Germany each contributing 50 per cent.

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Financial expenses decreased by CHF 0.2 million to CHF 3.0 million (previous year: CHF 3.2 million).

Tax expenses were CHF 13.8 million, an increase of CHF 7.3 million compared to the previous year.

Net profit was CHF 56.7 million (previous year: CHF 34.5 million) and thus significantly above the record year 2019 with CHF 44.4 million.

Free cash flow was CHF 67.6 million (previous year: CHF 46.5 million).

Markus Bernhard, CEO

Olaf Swantee, Chairman of the Board of Directors

Earnings per share amounted to CHF 1.27 (pre- vious year: CHF 0.77).

As of 31 December 2021, the share price was CHF 13.62 compared to CHF 10.08 at the end of December 2020.

Financial liabilities totalled CHF 134 million compared to CHF 183 million at the end of De- cember 2020.

At the end of the year, net current assets amounted to CHF 85 million (previous year: CHF 114 million).

The net debt amounted to CHF 76 million (pre- vious year: CHF 120 million).

The ratio of net debt to EBITDA was 0.92 (pre- vious year: 2.22).

Shareholders' equity in the individual financial statements of mobilezone holding ag amounted to CHF 175 million (previous year: CHF 177 million).

The share buyback of 781,213 shares (1.7 per cent) was completed shortly after the end of the reporting period on 3 February 2022 at an average price of 13.70 per share or a total of CHF 10.7 million.

The Board of Directors will propose to the General Meeting on 6 April 2022 the distribution of a dividend increased by 50 per cent to CHF

0.84 (previous year: CHF 0.56) per share or a total of CHF 37.6 million.

The EBIT expectation for fiscal year 2022 is CHF 70 to 80 million.

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