Booking.com Agreement and Investment, and Capital Raise

1
Serko Limited, Saatchi Building, Unit 14D 125 The Strand, Parnell, Auckland, New Zealand
PO Box 47-638, Ponsonby, T: +64 9 309 4754, F: +64 9 377 0545, company.secretary@serko.com
Incorporated in New Zealand ARBN 611 613 980
Market Release
24 October 2019

Booking.com Agreement and Investment, and Capital Raise
Serko announces an expanded agreement with Booking.com
Serko announces a capital raising to accelerate its global expansion, in which Booking Holdings will be
a cornerstone investor


Serko Limited (NZX/ASX:SKO) (“Serko”), a leader in online travel booking and expense management for
business, today announced:
● It is raising up to NZ$45 million of new capital to accelerate the global rollout of Serko Zeno and
expand marketplace content;
● Booking Holdings Inc. (NASDAQ: BKNG) ("Holdings") will cornerstone the capital raising (via a
wholly owned subsidiary of Holdings), resulting in an approximately 4.7% shareholding in Serko;
and
● Booking.com B.V. (“Booking.com”) and Serko have signed commitments to expand their
existing agreement so that Booking.com can offer and promote Serko Zeno to its business
traveller customers and to enable the integration of new Booking.com content onto Serko
Zeno.

Capital Raising
Serko is undertaking an underwritten NZ$56 million placement, comprised of:
● A primary placement of NZ$40 million newly issued ordinary shares, of which Holdings will be a
cornerstone investor with a NZ$17.5 million investment; and
● A secondary sale of existing shares by a limited number of Serko employees and two directors
(Darrin Grafton and Simon Botherway) of NZ$16 million.
Holdings' allocation will not be underwritten.

In addition, Serko will offer up to NZ$5 million of newly issued ordinary shares to Serko’s eligible existing
shareholders resident in New Zealand and Australia under a non-underwritten Share Purchase Plan.

2
Serko Limited, Saatchi Building, Unit 14D 125 The Strand, Parnell, Auckland, New Zealand
PO Box 47-638, Ponsonby, T: +64 9 309 4754, F: +64 9 377 0545, company.secretary@serko.com
Incorporated in New Zealand ARBN 611 613 980
The funds raised in the capital raising will be used to:
● Accelerate the provisioning of Serko Zeno into North America and continental Europe;
● Deliver expanded content channels across the global travel management company (“TMC”)
reseller community; and
● Increase the scale of the company to deliver and support its growing customer base and future
opportunities, as a result of increased demand and to support projected expansion arising from
the Booking.com agreement.
Placement
The placement will be underwritten by Deutsche Craigs Limited
1
and will be conducted today through a
bookbuild in which institutional and other select investors in New Zealand, Australia, Hong Kong, United
Kingdom and Singapore will be invited to participate by Deutsche Craigs Limited.
The secondary sale of existing shares by a limited number of Serko employees and two Serko directors,
Simon Botherway (Chair, Independent Director) and Darrin Grafton (CEO and Executive Director),
creates an opportunity to further increase the liquidity in Serko’s shares and provides some Serko team
members with the opportunity (for the first time since the IPO in June 2014) to realise some value to
meet personal commitments. Mr Botherway’s sell-down represents less than 50% of his current holding.
Mr Grafton’s sell-down represents approximately 13% of his current holding. Both Mr Botherway and
Mr Grafton remain fully committed to Serko.
Mr Botherway and Mr Grafton (and interests associated with them) have entered into an escrow deed
with Serko, under which they are restricted from selling or otherwise disposing of their remaining
holding for a 12-month period from the date of the settlement of the secondary sale, unless the Board
of Serko approves such action or certain exceptions apply.
The placement has been underwritten at NZ$4.04 per share.
Share Purchase Plan
Serko intends to offer the SPP to eligible existing Serko shareholders resident in New Zealand and
Australia, enabling them to subscribe for up to NZ$15,000 of new Serko shares at the lower of the
placement price or the five-day VWAP during the last five days of the SPP offer period. The SPP will be
capped at NZ$5 million. Serko assesses that the SPP will cater for a high majority of Serko’s non
institutional shareholders, enabling them to participate and potentially increase their relative
percentage holdings in Serko.
The final terms of the SPP are expected to be announced in more detail on 31 October 2019.

1
Deutsche Craigs Limited is a wholly owned subsidiary of Craigs Investment Partners Limited. The role of the
underwriter may be performed by Deutsche Craigs Limited or Craigs Investment Partners Limited (as the NZX
Participant firm) and those entities shall have the rights and benefits of the underwriter.

3
Serko Limited, Saatchi Building, Unit 14D 125 The Strand, Parnell, Auckland, New Zealand
PO Box 47-638, Ponsonby, T: +64 9 309 4754, F: +64 9 377 0545, company.secretary@serko.com
Incorporated in New Zealand ARBN 611 613 980
The new shares to be issued under both the placement and Share Purchase Plan will rank equally in all
respects with Serko’s existing ordinary shares from allotment.
Key dates relating to the placement and Share Purchase Plan are set out in the Appendix to this
announcement.
A copy of the notice of offer of same class financial products and investor presentation accompany this
announcement.
Serko is being advised by Deutsche Craigs Limited and Cameron Partners Limited (New Zealand global
alliance partner of Rothschild & Co.).


Agreement with Booking.com
Concurrent with Holdings’ cornerstone investment in Serko, Booking.com has signed commitments to
expand its existing agreement with Serko so that Booking.com can offer and promote Serko Zeno to its
business traveller customers.
Serko expects the expanded agreement with Booking.com to result in significant benefits for Serko’s
customers and TMC partners by broadening and improving ‘whole of journey’ content, accelerating the
global rollout of Serko Zeno, and increasing commissions to the travel management company reseller
community.
Darrin Grafton (CEO of Serko) welcomed Booking.com's expanded agreement to further empower the
Travel Management community and drive the adoption of Serko’s market-leading technology with end-
to-end journey content. Mr Grafton said: “Partnering with Booking.com introduces additional content to
advance our aspiration of achieving the ‘Unified Traveller Experience’ which will assist corporate
travellers with simplicity and compliance while making our resellers more profitable. It is fantastic to
partner with Booking.com, the world leader in online travel and related services. The Serko and
Booking.com agreement will accelerate our journey toward our vision of seamless corporate travel and
expanding our growth outside of Australasia.”
Ripsy Bandourian, VP of Partnerships at Booking.com said: “We are excited to be expanding our
agreement with Serko, as our vision about making Business Travel frictionless for both travellers and
travel managers alike is very much aligned with Serko’s, and we’re looking forward to working together
in bringing this solution to customers and partners outside of Australasia”.
The expanded agreement is not expected to have a material impact on Serko's revenues in the current
financial year to 31 March 2020, due to the phased development work required and a performance-
based rollout plan for Booking.com’s global business traveller customers. If achieved, as anticipated,
during the 2020 calendar year, the expanded agreement is expected to result in a material uplift in
Serko's revenue (via increased Average Revenue Per Booking (“ARPB”) and transaction booking revenue)

4
Serko Limited, Saatchi Building, Unit 14D 125 The Strand, Parnell, Auckland, New Zealand
PO Box 47-638, Ponsonby, T: +64 9 309 4754, F: +64 9 377 0545, company.secretary@serko.com
Incorporated in New Zealand ARBN 611 613 980
in the 2021 financial year and beyond; and is expected to assist Serko in achieving its medium-term
aspirational target of NZ$100 million of annualised run-rate revenue.
Additional investor rights have been agreed with Holdings in connection with Booking.com’s entry into
the enhanced agreement. Further details of these rights and the terms of the agreement with Holdings
are included in the investor presentation filed concurrently with this announcement.
-- END --

5
Serko Limited, Saatchi Building, Unit 14D 125 The Strand, Parnell, Auckland, New Zealand
PO Box 47-638, Ponsonby, T: +64 9 309 4754, F: +64 9 377 0545, company.secretary@serko.com
Incorporated in New Zealand ARBN 611 613 980
Investor Relations Enquiries:
Susan Putt, Chief Financial Officer
Phone: +64 21 388 009
Email: investor.relations@serko.com

Media Enquiries:
Nick Whitehead, Head of Marketing
Phone: +64 21 892 996
Email: nick.whitehead@serko.com

About Booking Holdings
Booking Holdings (NASDAQ: BKNG) is the world leader in online travel and related services, provided to
customers and partners in over 230 countries and territories through six primary
brands Booking.com, KAYAK, priceline.com, agoda.com, Rentalcars.com and OpenTable. The mission
of Booking Holdings is to help people experience the world. For more information,
visit www.bookingholdings.com.
Booking Holdings’ current market capitalisation is US$83 billion.

6
Serko Limited, Saatchi Building, Unit 14D 125 The Strand, Parnell, Auckland, New Zealand
PO Box 47-638, Ponsonby, T: +64 9 309 4754, F: +64 9 377 0545, company.secretary@serko.com
Incorporated in New Zealand ARBN 611 613 980
Appendix – Key Dates for Capital Raising

Placement
Conduct underwritten placement Thursday, 24 October 2019
Trading halt on NZX and ASX Thursday, 24 October 2019
Announce completion and resume trading Friday, 25 October 2019
Settlement on the ASX Tuesday, 29 October 2019
Settlement on the NZX Wednesday, 30 October 2019
Allotment and trading of shares on NZX and ASX Wednesday, 30 October 2019
Share Purchase Plan
Share Purchase Plan Record Date Wednesday, 23 October 2019
Share Purchase Plan Offer Opens Thursday, 31 October 2019
Share Purchase Plan Offer Closes Friday, 15 November 2019
Settlement on the ASX Tuesday, 19 November 2019
Settlement on the NZX Wednesday, 20 November 2019
Allotment and trading of shares on NZX and ASX Wednesday, 20 November 2019

---

•This presentation has been prepared by Serko Limited. All information is current at the date of this presentation, unless stated otherwise. All currency amounts are in NZ dollarsunless
stated otherwise.
•Information in this presentation is for general information purposes only, and does not constitute, or contain, an offer or invitation for subscription, purchase, or recommendation of
securities in Serko Limited for the purposes of the Financial Markets Conduct Act 2013 or otherwise, or constitute legal, financial, tax, financial product, or investment advice.
•The Information does not purport to contain all the information that an interested party may require. An interested party should conduct its own analysis of the Information and should
not rely on it without independent verification.
•The Information may include forward-looking statements about Serko and the environment in which Serko operates, which are subject to uncertainties and contingencies outside of
Serko's control –Serko's actual results or performance may differ materially from these statements. Past performance information given in this presentation is given for illustrative
purposes only and should not be relied upon as (and is not) an indication of future performance.
•Non-GAAP financial information does not have a standardised meaning prescribed by GAAP and therefore may not be comparable to similar financial information presented by other
entities. The non-GAAP financial information included in this release has not been subject to review by auditors. Non-GAAP measures are used by management to monitor the business
and are useful to provide investors to access business performance.
•To the maximum extent permitted by law, none of Serko, Deutsche Craigs Limited, Craigs Investment Partners Limited, Cameron Partners Limited, or any of their respective subsidiaries,
related companies, shareholders, directors, officers or employees, or any other person, makes any representation or warranty,orprovides any undertaking, in relation to any information
contained in this presentation and they shall have no liability (including for negligence) for: any errors or omissions in the information or failure to correct or update the information, or
any other written or oral communications provided in relation to the information or any claim, loss or damage (whether foreseeable or not) arising from the use of any of the information
or otherwise arising in connection with the information.
•This presentation may not be distributed or released in the United States. The distribution of this presentation in other jurisdictions outside Australia and New Zealand may also be
restricted by law and any such restrictions should be observed. Any failure to comply with such restrictions may constitute a violation of applicable securities laws. None of Serko, any
person named in this presentation nor any of their affiliates accept or shall have any liability to any person in relation tothe distribution or possession of this presentation from or in any
such jurisdiction.
DISCLAIMER
2
|

CONTENTS
Booking.com
Agreement
Half Year
Update
Appendix:
Supporting
Information
Capital Raising
Overview
3
|

Serko’s partner network is integral to its strategy of rolling out its leading-edge technology globally and increasing Average Revenue
Per Booking (“ARPB”) by increasing the content available to its travel management resellers and delivering a best-in-class customer
experience
In execution of this strategy, Serko is pleased to announce:
•It is raising up to NZ$45million of new capital to accelerate the global rollout of Serko Zeno and expand marketplace content
(refer to further details on Slide 10);
•Booking Holdings Inc. (NASDAQ: BKNG) (“Holdings") will cornerstone the capital raise, resulting in an approximately 4.7%
shareholding in Serko; and
•Booking.comB.V. (“Booking.com”) and Serko have signed commitments to expand their existing agreement so that Booking.com
can offer and promote Serko Zeno to its business traveller customers and to enable the integration of new Booking.com content
onto Serko Zeno (refer further details on Slide 7).
BOOKING.COM AGREEMENT & INVESTMENT, CAPITAL RAISE
4
|

Today
$100million
SERKO STRATEGIC GOAL
$100 MILLION PER ANNUM
Booking.com agreement is expected to assist Serko in
achieving it’s medium-term aspirational target
1
of
NZ$100 million annualised run-rate revenue
1
Announced at its recent 2019 Annual Meeting
Booking.com agreement is expected to assist Serko in
achieving its medium-term aspirational target
1
of
NZ$100 million annualised run-rate revenue
5
|

Agreement with Booking.com

•Concurrent with Holdings’ cornerstone investment in Serko, Booking.com has signed commitments to expand its existing agreement with Serko
Zeno, so that Booking.com can offer and promote Serko Zeno to its business traveller customers.
•The expanded agreement is expected to help advance each of our strategic objectives:
•Offer premium, integrated global solutions
•Expand into new territories through strategic alliances and reach the unserved SME market
•Grow ARPB by offering increased content and moving customers to Serko Zeno
•Serko expects the expanded agreement with Booking.com to result in significant benefits for Serko’s customers and TMC partners by broadening
and improving ‘whole of journey’ content, accelerating the global rollout of Serko Zeno, and increasing commissions to the TMC community.
•Together with the expanded agreement with Booking.com and the Holdings’ investment, Serko has agreed that for an agreed period of time
and subject to certain conditions being met:
•Serko will notify Holdings if it receives a written proposal to acquire at least fifty percent of the outstanding equity interests in the
Company or substantially all or all of the Company’s assets; and
•Serko will not issue shares to certain specified parties, none of whom is a current Serko shareholder.
•The expanded agreement is not expected to have a material impact on Serko's revenues in the current financial year to 31 March 2020, due to
the phased development work required and a performance-based rollout plan for Booking.com’sglobal business traveller customers. If
achieved, as anticipated, during the 2020 calendar year, the expanded agreement is expected to result in a material uplift inSerko's revenue (via
increased Average Revenue Per Booking and transaction booking revenue) in the 2021 financial year and beyond; and is expectedtoassist
Serko in achieving its medium-term aspirational target of NZ$100 million of annualised run-rate revenue.
AGREEMENT WITH BOOKING.COM
7
|

•Booking Holdings (“Holdings”) (NASDAQ: BKNG) is the world leader in online travel and related services, provided to customers
and partners in over 230 countries and territories
•Holdings employs more than 26,500 people across more than 300 offices in over 75 countries and territories worldwide, and
operates through six primary brands:
•Booking.com–world’s leading brand for booking accommodations
•KAYAK –leading travel meta-search brand
•Priceline.com–North America’s leading discount online travel brand
•Agoda.com–leading brand for online Asian market accommodations
•Rentalcars.com–leading brand for booking rental cars
•OpenTable –leading brand for dining reservations
•Holdings has revenues and EBITDA of US$14.5bn and US$5.8bn, respectively
1
and a current market capitalisation of US$83bn
2
•Holdings has gross bookings and room nights booked of US$92.7bn and 760mn, respectively
1
•The mission of Booking Holdings is to help people experience the world
•For more information, visit www.bookingholdings.com
ABOUT BOOKING HOLDINGS
1
FY2018 financial results; Source: Factset
2
As at 3 October 2019; Source: Factset
8
|

Capital Raising Overview

1
The equity raising will be an offer of financial products that are the same class as SKO’s ordinary shares. SKO will make the offer to investors in reliance on the exclusion in clause 19 of
schedule 1 to the Financial Markets Conduct Act 2013.
2
Deutsche Craigs Limited (‘Deutsche Craigs’) is a wholly owned subsidiary of Craigs Investment Partners. The role of the underwriter may be performed by Deutsche Craigs or Craigs
Investment Partners (as the NZX Participant firm) and those entities shall have the rights and benefits of the underwriter.
CAPITAL RAISING OVERVIEW
•Serko is undertaking a NZ$56 million Placement, together with a Share Purchase Plan of up to NZ$5 million
•The underwritten Placement at NZ$4.04 per share comprises:
•A primary placement of NZ$40million newly issued ordinary shares
1
equating to approximately 9.9million shares (12.2% of currently issued capital)
•Booking Holdings will be a cornerstone investor in the primary placement (via a whollyowned subsidiary of Booking Holdings)and will be
allocated 4.3 million shares (NZ$17.5 million). Booking Holdings’ allocation will not be underwritten.
•A secondary sale of NZ$16million existing ordinary shares by fivesellers
•The secondary sale of existing shares by a limited number of Serko employees and two Serko directors, Simon Botherway (Chair,Independent
Director) and Darrin Grafton (CEO and Executive Director), creates an opportunity to further increase the liquidity in Serko’s shares and provides
some Serko team members with the opportunity (for the first time since the IPO in June 2014) to realise some value to meet personal
commitments. Mr Botherway’ssell-down represents less than 50% of his current holding. Mr Grafton’s sell-down represents approximately 13%
of his current holding. Both Mr Botherway and Mr Grafton remain fully committed to Serko.
•Mr Botherway and Mr Grafton (and interests associated with them) have entered into an escrow deed with Serko, under which they are restricted
from selling or otherwise disposing of their remaining holding for a 12-month period from the date of the settlement of the secondary sale,
unless the Board of Serko approves such action or certain exceptions apply.
•In addition to the Placement, Serko isoffering up to NZ$5 million of newly issued ordinary shares to Serko’s eligible existing shareholders resident in Australia
and New Zealand (up to a maximum of NZ$15,000 per shareholder) under a Share Purchase Plan
•The Share Purchase Plan will be priced at the lower of Placement Price or five day VWAP during the last five days of the SPP offer period
•The Share Purchase Plan is not underwritten
•The new shares to be issued under both the Placement and Share Purchase Plan will rank equally in all respects with Serko’s existing ordinary shares from
allotment
•Deutsche Craigs
2
is acting as the underwriter for the Placement, and Deutsche Craigs and Cameron Partners are acting as joint lead advisors
10
|

USE OF PROCEEDS
•The funds from the Capital Raising will be used to:
•Accelerate the provisioning of Serko Zeno into North America and continental Europe
•Deliver expanded content channels across the global travel management company (“TMC”) reseller community
•Increase the scale of the company to deliver and support its growing customer base and future opportunities arising from increased
demand experienced since its previous capital raise in August 2018 and to support the projected expansion from the Booking.com
agreement. As a result, Serko expects to increase personnel significantly from its current level of employees and to invest in
operations, systems and management capabilities commensurate with its expanded opportunities.
•Areas of investment will include:
•Expanding sales and support functions in international markets to support signed travel management reseller agreements and
execute on pipeline opportunities
•Accelerating product development and integration of local content and functionality in NORAM and Europe
•Scaling processes and systems that provide support to our 24/7 globally provided products
•Expanding the depth and breadth of the company’s global leadership team
•Exploring and capturing revenue opportunities provided by the new Booking.com agreement
11
|

TIMELINE
Key dates
Offer announcement
Placement
Conduct underwritten placement
Trading halt on NZX and ASX
Announce completion and resume trading
Settlement on the ASX
Settlement on the NZX
Allotment and trading of shares on NZX and ASX
Share Purchase Plan
Share Purchase Plan Record Date
Share Purchase Plan Offer Opens
Share Purchase Plan Offer Closes
Settlement on the ASX
Settlement on the NZX
Allotment and trading of shares on NZX and ASX
Thursday, 24 October 2019
Thursday, 24 October 2019
Thursday, 24 October 2019
Friday, 25 October 2019
Tuesday, 29 October 2019
Wednesday, 30 October 2019
Wednesday, 30 October 2019
Wednesday, 23 October 2019
Thursday, 31 October 2019
Friday, 15 November 2019
Tuesday, 19 November 2019
Wednesday, 20 November 2019
Wednesday, 20 November 2019
12
|

Half Year Update
The FY20 Half Year Results to 30 September 2019 are unaudited, and have been prepared on the basis of Serko’s management
accounts. This FY20 half year results update is not a ‘Results Announcement’ for the purposes of the NZX Listing Rules and is
provided for information purposes only. Final FY20 Half Year results are expected to be released to market on 20 November 2019
in accordance with the NZX Listing Rules. The preliminary half year results have been prepared in accordance with New Zealand
equivalents to International Financial Reporting Standards including the adoption of IFRS 16 (Leases) from 1 April 2019. All
accounting policies have been applied on basis consistent with those used in previous years.

PERFORMANCE DASHBOARD –Half Year FY20*
PROFIT (LOSS)REVENUEACTIVITYCOSTS
FY20 (H1) VS FY19 (H1) -Unaudited*
NET LOSS AFTER
TAX
($0.8m)
EBITDAF
1
positive
inline with prior
corresponding period
$1.4m
OPERATING
REVENUE
29%
Operating revenue
from core products
plus services revenue
$14.7m
RECURRING
REVENUE
2
38%
Recurring revenue
(core product
revenue only)
91% of total
operating revenue
$13.3m
TOTAL
INCOME
29%
Total income from all
sources including
grants
$15.2m
PEAK ATMR
3
35%
Indicator of future
growth potential
based on current
trading
$26.2m
TRAVEL
BOOKINGS
4.5%
Travel platform
bookings for the
period
2.2m
R&D COSTS
4
132%
61% of Revenue
Opex $2.5m
Capex $6.4m
$8.9m
OPERATING
EXPENSES
46%
Net FTE
5
increase in
the period of 35 to
208 employees
$15.6m
Notes 1 –5: Refer to Appendix for definitions.
* Note: The FY20 Half Year Results to 30 September 2019 are unaudited and have been prepared on the basis of Serko’s management accounts. The FY20 Half Year Results
Dashboard is not a Results Announcement for the purposes of the NZX Listing Rules and is provided for information purposes only.In addition to the general disclaimer at
slide 2 no reliance may be placed on this financial information. Final results are expected to be released to market on 20 November 2019 in accordance with the NZX Listing
Rules.
14
|

NET PROFIT SUMMARY/ EBITDAF RECONCILATION
•Operating Revenue of $14.7m
up 29%
•EBITDAF positive of $1.4m in line
with prior year
•Net loss for the period of $0.9m
includes fair value adjustment
relating to contingent
consideration of $0.6m
H1 FY20
$000
14,671
541
15,212
(15,649)
-107%
(809)
-6%
(372)
(52)
(861)
52
372
1,256
585
1,404
10%
Net Profit Summary
EBITDAF Reconciliation
Operating Revenue
Other income (including Grants)
H1 FY19
$000
11,350
465
Total income
Operating expenses
11,815
(10,686)
Percentage of operating revenue-94%
Net profit before tax952
Percentage of operating revenue8%
Net finance income (losses)(177)
Income tax expense(32)
Net profit (loss) 920
Add back: income tax expense
Add back (Deduct): net finance (income)/expenses
Add back: depreciation and amortisation
1
Add back: fair value measurement
2
32
177
361
-
EBITDAF 1,490
EBITDAF margin13%
change
$000
3,321
76
3,397
(4,963)
(1,761)
(195)
(20)
(1,781)
20
195
895
585
(86)
%
29%
16%
29%
-46%
-185%
-110%
-63%
-194%
63%
110%
248%
n/a
-6%
FY2019
$000
23,361
1,215
24,576
(23,320)
-100%
1,546
7%
290
87
1,633
(87)
(290)
1,048
287
2,591
11%
6 months
6 months
12 months
1
Depreciation includes rental costs of $0.5 million which have been reclassified under IFRS16 (Leases) adoption
2
Fair value remeasurement of contingent consideration on deferred consideration for InterplXacquisition added to EBITDA as non-cash expense
15
|
change

REVENUE ANALYSIS
•Recurring revenue up 38%
•Travel platform revenue up 20%
primarily related to conversion to
new Serko Zeno contracts as
transactions for Australasia up
4.5%
•Expense platform revenue includes
contribution from InterplX
acquisition of $1.9m for the period
•Expense revenue related to Serko
Expense up 22%
•Content commission steady
against prior year
•Services revenue down on prior
year as development resources
focused on NORAM activation as
planned
Revenue and Other Income
by Type
Travel platform revenue
Expense platform revenue
Content commissions
Other revenue
Recurring revenue
Recurring revenue % operating revenue
Services revenue
Total operating revenue
Total revenue and other income
Australia
New Zealand
North America
Other
Operating Revenue by Geography
H1 FY20
$000
9,243
2,990
837
243
13,313
91%
1,358
14,671
15,212
6 months
10,366
1,376
2,712
217
14,671
Total operating revenue
H1 FY19
$000
7,721
884
834
189
9,628
85%
1,722
11,350
11,815
6 months
9,399
998
815
138
11,350
change
$000
1,522
2,106
3
54
3,685
(364)
3,321
3,397
967
378
1,897
79
3,321
%
20%
238%
0%
29%
38%
-21%
29%
29%
10%
38%
233%
57%
29%
FY2019
$000
15,948
2,710
1,538
467
20,663
89%
2,698
23,361
24,576
12 months
18,238
3,440
1,471
212
23,361
change
Total other income
Government grants
Sundry income
541
-
461
4
80
(4)
17%
-100%
1,208
7
5414657616%1,215
16
|

OPERATING EXPENSES
•Operating Costs increased as a
result of increased head count and
costs associated with expansion
into NORAM markets and include
InterplXoperating costs in the
period whereas these are not
included in the same period last
year.
H1 FY20
$000
15,649
1,224
7,709
4,882
1,834
107%
Operating Expenses
Total Operating Expense
H1 FY19
$000
10,686
Selling and marketing
Remuneration and benefits
Administration expenses
Other expenses
959
6,179
2,769
779
94%
change
$000
4,963
265
1,530
2,113
1,055
%
46%
28%
25%
76%
135%
FY2019
$000
23,320
1,691
13,135
6,563
1,931
100%
6 months
6 months
12 months
change
Percentage of Operating Revenue
17
|

RESEARCH & DEVELOPMENT
•Total R&D costs increased by
$5.1m over prior year due to
investment into market
requirements for new Northern
Hemisphere territories
H1 FY20
$000
2,545
8,921
61%
(408)
632
(6,376)
2,769
19%
R&D Costs –Expensed
Research costs (excluding amortisation of
amounts previously capitalised)
H1 FY19
$000
1,940
Total R&D costs (including amounts capitalised)
3,843
Percentage of operating revenue34%
Less: Government grants relating to research
Add: Amortisation of capitalised development costs
(461)
240
Less: capitalised product development costs(1,903)
Net product development costs expensed1,719
Percentage of operating revenue15%
change
$000
605
5,078
53
392
(4,473)
1,050
%
31%
132%
11%
163%
-235%
61%
FY2019
$000
2,425
9,165
39%
(876)
754
(6,740)
2,303
10%
6 months
6 months
12 months
change
71%Percentage of R&D costs50%74%
17%Percentage of operating revenue17%10%
18
|

1
NDC(New Distribution Capability) is a travel industry-supported program launched by IATA for the development and market adoption ofa new, XML-based
data transmission standard that enhances the capability of communications between airlines, travel agents and aggregators.
OTHER STRATEGIC UPDATES
•Serko is currently in advanced commercial discussions with a global payments provider to provide a white label version of Serko Zeno to its SME
customers, initially in Australasia, with the potential to offer in additional geographies in the future. Commercial arrangements are currently under
negotiation and have not yet been entered into. Serko will make an announcement to the market in relation to this white-label opportunity if and
when discussions result in an executed commercial contract.
•We have invested heavily in the Serko Zeno platform for expansion into the North American markets during the period. Serko now has live
bookings in North America following beta release last month. We expect transactions to grow in the second half of the financial year with the
continued onboarding of new corporates, as signed Travel Management Companies complete their user acceptance testing and progress to pilot
customers.
•UK markets, while not material to the period, continue to grow. Investment continues in Europe, however, at a slower rate than anticipated due to
prioritisation of the NORAM market roll-out. It is intended that a portion of the proceeds of the capital raising announced today will be used to
accelerate development of the European market.
•Over 1,300 corporate customers transacted on Serko Zeno during the six month period to 30 September 2019, which is over 1,000higher than the
same period last year. Serko Zeno transactions increased by 200% over the same period last year and in September represented13% of Online
bookings.
•Serko also continues to invest in NDC
1
. The expansion of content and ancillary offerings through NDC offers new revenue stream opportunities
through Serko Zeno.Serko has committed to support NDC via both direct connection and GDS, and has announced NDC partnerships with
Qantas, Air Canada, Southwest Airlines and ATPCO’s NDC Exchangein the past 12 months.Serko Zeno is now live with end-to-end NDC booking
capability through the Qantas Distribution Platform (QDP), following a successful pilot with launch partner CT Connections.
19
|

•Total Operating Revenue Growth for the full year is expected to be in the range of 20%-40%. However, currency fluctuations and the timing of
customer onboarding will be key factors in determining the final result, as previously advised to the market.
•In Australasia, growth in ‘same corporate’ bookings has softened over the past few months, which we attribute to a general slowdown in the
Australian and New Zealand economies and declining business confidence. Despite this, Serko has grown corporate customers by 327over
the half and this user growth has offset the impact on Serko’s total revenue growth. We continue to focus on global expansionand this will
assist Serko to mitigate any local market slow down. The impact of these trends continues to be monitored.
•The cash balance at 30 September 2019 was $10.3 million, which represented cash burn for the period of $5.5 million. Cash burn is expected
to continue for the second half as development continues for new market expansion.
•Serko now has live bookings in North America following beta release last month. We expect transactions to grow in the second half of the
financial year with continued onboarding of new corporates as signed Travel Management Companies complete user acceptance testing and
progress to pilot customers. The timing of the uptake is unknown and subject to variables. Continued development of additional local content
is expected to further increase bookings and support the migration of additional corporates.
•European markets are not expected to contribute materially in FY20 (due to the prioritisation of the NORAM market roll-out). However, a
portion of the proceeds of the capital raising detailed in this Investor Presentation will be used to accelerate development of the European
market, resulting in FY21 revenue gains.
FY20 OUTLOOK
20
|

Appendix:
-Supporting Information

Company Snapshot

ABOUT SERKO
FOUNDED IN 2007
Innovative Solutions
Serko is a technology company focused on
innovative solutions that address the
challenges of corporate travel and expense
management. The majority of Serko’s
revenue comes from Travel Management
Companies (TMCs) (“Resellers”), who
provide our online travel booking (OBT)
solution to their corporate customers.
Serko also sells Expense management
solutions to corporate customers directly.
Market Leader
Serko is a leading supplier of travel
technology solutions for TMCs in Australasia
and is now expanding into Northern
Hemisphere markets with multiple signed
reseller agreements in North America and a
global agreement with ATPI.
NZX/ASX Listed
Serko listed on the New Zealand stock
exchange in June 2014. In June 2018, Serko
listed as a foreign exempt listing on the
Australian Securities Exchange. Serko
trades under the ticker ‘SKO’ on both
exchanges.
Serko employs around 200 people
worldwide with its HQ in New Zealand, and
offices across Australia, the U.S. and China
For further information refer to Serko’s website www.serko.comand its 2019 Annual Report which can be found under Investor Centre.
23
|

Zeno TravelZeno Expense
Zeno Travel is an Online
Booking Tool (OBT) that
corporate travellers use to
book flights, trains, hotels,
rental cars and airport
transfers in line with their
corporate travel policies.
Zeno Expenseautomates
the process of corporate
card and out-of-pocket
expense submission,
reconciliation and
reimbursement
SERKO PRODUCTS
24
|

Grow ARPB by offering
increased content and moving
customers to Zeno
Offer premium, integrated
global solutions
Expand into new territories
through strategic alliances and
reach the unserved SME market
ARPB : Average Revenue Per Booking is a non-GAAP measure.
SERKO STRATEGY
25
|

$
Corporate travellermakes a
booking via Serko
Online/Zeno
Booking and other fees
Serko charges the TMCs a fee per booking
(which varies based on volume).
Year Ended 31 March2019
Travel platform booking revenue
Expense platform revenue
Supplier commissions revenue
Other revenue
$000
15,948
2,710
1,538
467
Recurring Product Revenue20,663
Services revenue2,698
Total Revenue23,361
Percentage of total revenue89%
$
Travellerbooks hotel or taxi
via Serko Online/Zeno
Supplier commission
Serko also generates revenue through
commissions on hotels, rental cars, airport
transfers and other travel providers that are
booked through its platform.
$
Travellerdownloads and
uses Serko Mobile
Mobile subscription
$
Travellersubmits receipts
using Serko Expense/Zeno
Monthly user fee
Serko Expense customers pay a fee based on
the number of active users each month
directly to Serko.
Additional Services
Serko earns other miscellaneous revenue
such as mobile licenses
Services Revenue
$
Paid customisation, marketplace integration
or implementation assistance
COMMERCIAL MODEL
26
|

PERFORMANCE DASHBOARD –Full Year FY19
PROFIT (LOSS)REVENUEACTIVITYCOSTS
FY19 VS FY18
NET PROFIT
AFTER TAX
EBITDAF
1
up 19% over prior
year
$2.6m
OPERATING
REVENUE
28%
Operating revenue
from core products
plus services revenue
$23.4m
RECURRING
REVENUE
2
26%
Recurring revenue
(core product
revenue only)
89% of total
operating revenue
$20.7m
TOTAL
INCOME
28%
Total income from all
sources including
grants
$24.6m
PEAK ATMR
3
41%
Indicator of future
growth potential
based on current
trading
$26m
ONLINE
BOOKINGS
17%
Travel platform
bookings
4.14m
R&D COSTS
4
87%
39% of Revenue
Opex$2.4m
Capex $6.7m
$9.2m
OPERATING
EXPENSES
32%
Net FTE
5
increase in
the year of 67
$23.3m
Notes 1 –5: Refer to Appendix for definitions and for reconciliation of Net Profit to EBITDAF. Refer to Annual Report for further information
$1.6m
27
|

Selected Operational MetricsFY13FY14FY15FY16FY17FY18FY19
1
–Online bookings exclude Offline and Custom bookings (system generated bookings) which are included in Online booking pricing or at a reduced rate
2
–Operating costs are Operating Expenses excluding depreciation and amortisation and fair value remeasurements of contingent consideration
* –indicates not previous measured or reported
# –FY17 revenue was affected by adverse foreign exchange rates
HISTORIC MEASURES for financial years (31 March)
Total revenue growth (%)
Revenue growth –Travel Platforms (%)
Total travel booking transactions (000s)
Online booking transactions
1
(000s)
Online transaction growth (%)
Recurring product revenue as % total revenue
Operating costs
2
(% change)
Employees (number at end of year -FTE)
Average revenue per FTE (NZD$000)
Research & development costs -expense and capex (NZD$000)
Annualisedtransactional monthly revenue (ATMR) (NZD$m)
27%
41%
987
821
35%
84%
35%
47
119
2,340
*
39%
12%
1,107
1,011
23%
71%
62%
87
100
3,387
*
55%
62%
1,588
1,468
45%
80%
105%
133
94
5,762
*
27%
49%
2,407
2,262
54%
93%
13%
127
101
6,268
11.2
9%#
8%
2,913
2,673
18%
91%
(10%)
108
122
5,836
15.3
28%
23%
3,526
3,207
20%
90%
(5%)
106
170
4,906
18.4
28%
20%
4,138
3,743
17%
89%
29%
173
167
9,165
26.0
28
|

•Peak ATMR (AnnualisedTransactional Monthly Revenue) is a non-GAAP measure. Serko uses this as a useful indicator of recurring revenues
from Serko products. It is calculated by annualisingthe combination travel and expense platform monthly revenues for the most recent non-
seasonal month. The travel platform revenue is annualisedby taking the monthly online booking transactions divided by the number of
weekdays for that month multiplied by the average ARPB and multiplied by 260 days. The expense platform revenue is based on themonthly
revenue from active users multiplied by 12 months.
•ARPB (Average Revenue Per Booking) is a non-GAAP measure.Serko uses this as a useful indicator of the combined value from transactional
booking fees and the supplier commissions earned from the travel platform. It is calculated by taking total travel platform booking revenue
and supplier commission revenue divided by the total number of bookings.
•Recurring product revenue (a non-GAAP measure) is the recurring revenue derived from transactions and usage of Serko products by
contracted customers. It excludes revenues from customisedsoftware development (services revenue).
•R&D (Research & Development) costs is a non-GAAP measure representing the internal and external costs related to R&D both expensed and
capitalised.
•Operating Costs is a non-GAAP measure which excludes costs relating to taxation, interest, depreciation, and amortisation charges.
•EBITDAF is a non-GAAP measure representing Earnings Before the deduction of costs relating to Interest, Taxation, Depreciation and
Amortisation and Fair value remeasurement of contingent consideration.
•FTE = Full time equivalent employee.
DEFINITIONS
29
|

Thank you

---

1
Serko Limited, Saatchi Building, Unit 14D 125 The Strand, Parnell, Auckland, New Zealand
PO Box 47-638, Ponsonby, T: +64 9 309 4754, F: +64 9 377 0545, company.secretary@serko.com
Incorporated in New Zealand ARBN 611 613 980

Market Release
24 October 2019

Notice Pursuant To Clause 20(1)(A) Of Schedule 8 To The Financial Markets
Conduct Regulation 2014
Serko releases Cleansing Notice in relation to Offer of Shares


1. Serko Limited (NZX/ASX:SKO), a leader in online travel booking and expense management for
business, today announced that it intends to undertake a capital raising, comprising of an offer of:
(a) approximately NZ$40 million of newly issued ordinary shares and an offer of
approximately NZ$16 million of existing shares by certain shareholders to selected
institutional and retail investors (the "Placement"), which is underwritten; and
(b) a share purchase plan to Serko's eligible existing shareholders with an address in New
Zealand or Australia to raise up to $5 million, which is not underwritten (the "SPP"),
(together, the "Offer").
2. The Placement opens today, 24 October 2019. The SPP will open on 31 October 2019.
3. The Offer is being made in reliance upon the exclusion in clause 19 of schedule 1 to the Financial
Markets Conduct Act 2013 ("Act").
4. This notice is provided under subclause 20(1)(a) of schedule 8 to the Financial Markets Conduct
Regulations 2014 ("Regulations") and under paragraph 708A(12G) of the Corporations Act 2001
(Cth) (“Corporations Act”) as notionally inserted by ASIC Instrument 18-0299.
5. Serko will issue the relevant securities under the Offer without disclosure to investors under Part
6D.2 of the Corporations Act.
6. As at the date of this notice:
(a) Serko is in compliance with the continuous disclosure obligations that apply to it in
relation to ordinary shares in Serko;
(b) Serko is in compliance with its financial reporting obligations (as defined in subclause
20(5) of schedule 8 to the Regulations);
(c) Serko has complied with its obligations under Rule 1.15.2 of the ASX Listing Rules; and
(d) there is no information that is "excluded information" (as defined in subclause 20(5) of
schedule 8 to the Regulations) in respect of Serko.

2
Serko Limited, Saatchi Building, Unit 14D 125 The Strand, Parnell, Auckland, New Zealand
PO Box 47-638, Ponsonby, T: +64 9 309 4754, F: +64 9 377 0545, company.secretary@serko.com
Incorporated in New Zealand ARBN 611 613 980

7. The potential effects that the Offer of new shares is expected to have on the "control" (within the
meaning of clause 48 of schedule 1 to the Act) of Serko and the consequences of those effects
are as follows:
(a) As at the date of this notice, based on filings made by the relevant parties, the
substantial product holders in Serko are Darrin Grafton, Robert Shaw, Geoffrey Hosking,
Milford Asset Management Limited, First NZ Capital Group Limited and Harbour Asset
Management Limited. None of the substantial product holders control Serko.
(b) Serko has not sought a waiver from NZX Main Board Listing Rule 7.5 (regulating issues
of shares which could affect the effective control of Serko), and the Takeovers Code will
also prevent any person and that person's associates from holding or controlling, or
increasing an existing holding of, 20% or more of the voting securities in Serko as a
result of the Offer.
(c) Accordingly, the Offer is not expected to have any material effect or consequence on
the control of Serko within the meaning set out in clause 48 of Schedule 1 of the Act.

On behalf of:
Susan Putt
Chief Financial Officer, Serko
Phone: +64 (09) 309 4754
investor.relations@serko.com

Ends

For investor relations queries please contact:
Susan Putt
Chief Financial Officer
Serko +64 9 309 4754 or +64 21 388 009
investor.relations@serko.com

For media relations queries please contact:
Nick Whitehead
Head of Marketing
Serko +64 21 892 996
nick.whitehead@serko.com