TÉCNICAS Y PROCEDIMIENTOS DE ANÁLISIS DE DATOS

The following is a summary of the significant agreements that Eniro or its subsidiaries have entered into or extended in the past two years and that contain rights or obligations that are of material significance to the Group as of the date of this Prospectus.

SUBSCRIPTION UNDERTAKINGS

The Company’s shareholders Nortal Capital AB (a company controlled by Staffan Persson, a director in the Company), Danske Capital AB, M2 Capital Management AB and Lars-Johan Jarnheimer who jointly represent around 18 per cent of the shares and votes, have undertaken to Eniro and ABG to subscribe and pay for their respective pro rata shares of the Rights Issue. The subscription undertakings were entered into on 5 February 2015. Nortal Capital AB and Danske Capital AB will receive compensation for their undertakings corresponding to the other guarantors. Upon the Company’s request, the question on the compensation has been reviewed by the Securities Council in the statement AMN 2015:02 and the Board has carefully considered the council’s statement prior to deciding to approve the compensations.

The shareholders which have entered into the subscription undertakings can be reached through ABG on the following address: Regeringsgatan 65, Box 7415, SE-103 89 Stockholm.

GUARANTEE COMMITMENTS

The Company has received guarantee commitments from Bure Equity AB, Catella Fondförvaltning AB, Tedde Jeansson, SSE Capital, MGA Holding AB, Carl Rosvall, Schött & Tour Capital AB, Kristian Kierkegaard Holding AB, LMK Ventures AB, Myacom Investment AB, Göran Källebo and Shaps Capital AB (“the Guarantors”), under which the Guarantors have pledged, on certain conditions and if all new shares in the Rights Issue have not been subscribed for or subscribed for but not paid in due time, to subscribe and pay for new shares up to a total amount corresponding to approximately 82 per cent of the total issue amount. The guarantee commitments were entered into on February 4 and February 6, 2015. As compensation for their commitments, the Guarantors will receive a compensation amount corresponding to 5 per cent of the guaranteed amount

The Guarantors can be reached through ABG at the following address: Regeringsgatan 65, Box 7415, SE-103 89 Stockholm.

In total, the compensation to the Guarantors, Nortal Capital AB and Danske Capital AB amounts to approximately SEK 23 million.

LOAN AGREEMENT

On 30 November 2010, Eniro entered an loan agreement with, among others, Danske Bank A/S, Denmark, Sverige Filial, DNB Bank ASA, Sweden Branch, Handelsbanken Capital Markets, Svenska Handelsbanken AB (publ), Merchant Banking, Skandinaviska Enskilda Banken AB (publ), Nordea Bank AB (publ) and Swedbank AB (publ). The loan agreement has since been changed on a number of occasions. For the Rights Issue, the Company has agreed with the lenders on certain changes in the loan agreement through an amendment agreement. The changes in the loan agreement will enter into force only after the Rights Issue and the convertible issue of a nominal SEK 500 million have been carried out and certain other conditions for execution

The loan is divided into four so-called tranches, which currently amount to the following loan amounts: Tranche A1 of approximately SEK 987 million, A2 of approximately NOK 356 million and A3 of approximately DKK 71 million and B of SEK 800 million. In connection with the changed loan agreement entering into effect, the loan with be repaid through the issue funds raised down to around the following amounts: Tranche A1 of

approximately SEK 761 million, A2 of approximately NOK 250 million and A3 of approximately DKK 50 million and B of SEK 600 million. If the changed loan agreement does not enter into effect, the entire proceeds of the issue after issue expenses will be used for the repayment of the loan in accordance with the current loan agreement. In such a case, an additional repayment of SEK 87.5 million falls due for payment on 30 April 2015. The loan agreement also contains a revolving credit facility that can be used in various currencies up to a limit amount corresponding to SEK 250 million. If the changed loan agreement enters into effect, the limit amount for the credit facility will be SEK 150 million.

The loan falls due for final payment on 27 May 2016. If the amendment agreement enters into effect, the final maturity date will be moved to 31 December 2018.

The agreed annual repayment on the loan is currently approximately SEK 375 million. The repayment is divided up into six-month payments. If the changed loan agreement enters into effect, the annual repayment amount will initially be SEK 150 million. As from of 30 June 2016, the annual repayment will increase by SEK 25 million to approximately SEK 175 million. Eniro can terminate the facilities or repay the outstanding loan in advance (in part or in full) if Eniro would so desire.

The loan agreement contains conditions regarding compulsory repayment in advance regarding revenue from divestments, insurance cases and capital market transactions. In the amendment agreement, it has been especially agreed that the higher of (i) the total proceeds from the Rights Issue and the convertible issue less reasonable transaction costs and SEK 200 million and (ii) SEK 650 million, shall be used for repayment of the loan. In addition to this, it has been agreed that the issue proceeds from certain possible future capital market transactions used to redeem the Company’s preference shares shall be exempt from compulsory repayment when the changed loan agreement enters into effect. The loan agreement also contains conditions regarding compulsory advance repayment upon a delisting of Eniro’s shares and ownership changes in Eniro resulting in more than 30 per cent of the votes in Eniro being acquired by one person who alone or together with another person in the same group or a related party or acts together with that person. In addition to this, 50 per cent of so-called surplus cash flow shall be used for compulsory advance repayment. Under the conditions of the loan agreement, this requirement applies until the total net debt is not more than twice as large as EBITDA at a Group level. Thereafter, the obligation to use surplus cash flow for repayment ceases. If the changed loan agreement enters into effect, 75 per cent of the surplus cash flow up to SEK 100 million and 50 per cent of the part in excess of SEK 100 million shall instead be used for compulsory advance repayment. Under the conditions of the changed loan agreement, this requirement applies until the total net debt is lower than EBITDA at a Group level. Thereafter, the obligation to use surplus cash flow for repayment ceases under the changed loan agreement. Interest on the loan is set by a reference interest rate with the addition of a margin. For loans in Tranche A1-3 and the revolving credit facilities, the margin is initially 3.75 percentage points. If the quota between the total net debt and EBITDA drops below 2, the margin is decreased to 3.00 percentage points. For loans in Tranche B, the margin is 5.00 percentage points. If the changed loan agreement enters into effect, the margin for Tranche A1-3 and the revolving credit facilities is initially 4.00 percentage points. If the quota between the total net debt and EBITDA drops below 1.5, the margin is decreased to 3.50 percentage points. For Tranche B, the margin is initially 5.00 percentage points. The margin will after one year be increased gradually on three occasions to amount to 7.50 percentage points after 1.5 years.

Shares in Group companies that are directly owned by Eniro, all significant Group companies (i.e. each Group company with an EBITDA corresponding to 5 per cent or more of EBITDA at a Group level, have gross assets or a turnover corresponding to 5 per cent or more of the Group’s gross assets or turnover) and all Group companies that own or hold rights to search engines, databases or other assets that are significant to the Group’s operations have been pledged as collateral for obligations under the loan agreement and associated financing

documentation. Eniro and the significant Group companies also guarantee the other Group companies’ obligations under the loan agreement and associated financing documentation.

regarding the right for the Board of Directors to propose dividends. However, the limitation does not apply to dividends on the Company’s preference shares on condition that such a dividend does not exceed a certain level and that there are no delays in payment under the financing documents.

The following financial commitments (covenants) are included in the loan agreement:

i. a requirement of a certain minimum relation between cash flow and interest and repayments on a Group level,

ii. a requirement of a certain minimum relation between EBITDA and net financial items on a Group level,

iii. a requirement on a certain highest permitted relation ship between senior net debt and EBITDA on a Group level, and

iv. a requirement that annual investments do not exceed a certain amount.

The financial commitments listed in i.-iii. above are measured quarterly on a rolling 12-month basis. The financial commitments are calculated based on how the financial terms are defined in the loan agreement. These definitions are to some extent tailored to the loan agreement and accordingly differ from the definitions used in Eniro’s financial reporting.

If the changed loan agreement enters into effect, some indebtedness, including convertibles, will be exempt from the calculation of iii. above. The changed loan agreement will also entail some relief from the requirement as per the financial commitments compared with those applicable in the loan agreement today.

The loan agreement contains a right for a lender to transfer its rights under the loan agreement to another bank or financial institution or a so-called trust, fund or other unit that is regularly engaged in or is established for the purpose of providing, acquiring or investing in loans, securities or other financial assets. Eniro’s consent is not required for such a transfer.

CONVERTIBLES

The General Meeting on March 9, 2015 resolved to approve the decision made by the Board of Directors on February 5, 2015 for a new issue of convertibles at a nominal amount of SEK 500 M. For further information regarding the convertibles, refer to section “The Share, Share Capital and Ownership Structure - Convertibles” above.

AGREEMENT WITH GOOGLE

Eniro Sverige AB and Google Ireland Limited entered an agreement, dated December 12, 2013, under which Eniro is appointed a non-exclusive Google AdWords Premier SMB Partner in Sweden, Denmark and Norway. The collaboration makes it possible for Eniro to sell Google AdWords products together with Eniro’s own products. The agreement runs to the end of December 31, 2015 and can only be terminated by the parties under special circumstances.

Eniro entered an agreement with Google Ireland Limited, dated December 6, 2012, that in part related to providing sponsored links (backfill) to some of the Group’s sites. The original agreement period expired

November 30, 2014. However, the parties entered an amendment agreement in December 2014 under which the parties agreed to extend the agreement up to and including January 31, 2015. Thereafter, Eniro and some of its subsidiaries entered new agreements with Google that apply up to an including February 1, 2015 and until further notice with a period of notice of 10 days.

COOPERATION AGREEMENT WITH ETISALAT

In January 2014, Eniro Global AB entered a cooperation agreement with Etisalat Information Services LLC (“Etisalat”), a company based in the United Arab Emirates that provides digital search services, among others. Through the agreement, Etisalat is given a non-exclusive license to use Eniro’s platform for Local Searches in its operations in the United Arab Emirates. For the provisioning of the license, Etisalat shall pay a license fee to Eniro Global AB. The agreement initially applies for 36 months as of January 14, 2014. If the agreement is not terminated by either party, it is extended by 12 months at a time with a six-month mutual period of notice. LICENSE AND PRODUCTION AGREEMENT WITH METRIA

coordinates, addresses and orthocorrected aviation photos. For the receipt of the license, Eniro Sverige AB shall pay a fixed fee to Metria. The agreement runs until April 1, 2016. If the agreement is not terminated by Eniro no later than six months before the end of the agreement period, the agreement is extended by 12 months and thereafter expires automatically.

OUTSOURCING AGREEMENT WITH KEYSTEP A.S.

In June 2012, Eniro Initiatives AB and Keystep A.S (“Keystep”) entered a service provisioning agreement regarding a contract for IT services as of August 20, 2012. Under the agreement, Keystep is responsible for managing operations, maintenance and improvements of the systems, ensuring high availability and optimal performance in Eniro’s applications, databases and middleware. The agreement runs until September 30, 2015. In June 2014, parties entered into an amendment agreement whereby the term is prolonged until 30 September 2018 with the possibility for further prolongations of one year at the time, however until 30 September 2020 at the latest. Eniro Initiatives AB has the right to terminate all or part of the agreement with a three-month period of notice. Such termination entails agreed termination fees.

DIVESTMENT OF SCANDINAVIA ONLINE AS

Eniro Holding AS and Aller Media AS entered a share assignment agreement on March 27, 2014 under which Eniro Holding AS divested its total holdings of 1,093,739 shares in Scandinavia Online AS, corresponding to 50.1 per cent of the total number of shares in Scandinavia Online AS, to Aller Media AS. The purchase consideration amounted to approximately SEK 50 M. In connection with entering the share assignment agreement, a

cooperation agreement dated December 15, 2006 between the parties ceased to apply.

DIVESTMENT OF CERTAIN ASSETS ATTRIBUTABLE TO THE OPERATIONS KRAK MARKEDSDATA On June 30, 2014, Eniro Danmark AS and NN Markedsdata ApS entered a business assignment agreement under which Eniro Danmark AS assigned all assets attributable to the operations Krak Markedsdata to NN Markedsdata ApS. The purchase consideration amounted to approximately SEK 12 M.

DIVESTMENT OF INTOUCH

In March 2014, Eniro Norge AS and Link Mobility ASA entered a business assignment agreement under which Eniro Norge AS divested the Norwegian B2B-service InTouch. InTouch is a business service whose principal business revolves around the publication of company directories. The sale comprised brands and other

intellectual property rights, customer contracts and personnel. The purchase consideration amounted to SEK 35 million.