SecProbe.io

January 16, 2025
Sebastian Siemiatkowski
Chief Executive Officer
Klarna Group plc
10 York Road
London SE1 7ND
United Kingdom
Re:Klarna Group plc
Amendment No. 1 to Draft Registration Statement on Form F-1
Submitted December 23, 2024
CIK No. 0002003292
Dear Sebastian Siemiatkowski:
            We have reviewed your amended draft registration statement and have the following
comments.
            Please respond to this letter by providing the requested information and either
submitting an amended draft registration statement or publicly filing your registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing the information you provide in response to this letter and your
amended draft registration statement or filed registration statement, we may have additional
comments. Unless we note otherwise, any references to prior comments are to comments in
our December 10, 2024 letter.
Amendment No. 1 to Draft Registration Statement on Form F-1
General
1.We note your response to comment 2 and your disclosure that the company is in
advanced stages of establishing a comparable business relationship with a second
payment card provider and a second bank partner in the United States. Please disclose
the current status of these negotiations.

January 16, 2025
Page 2
Prospectus Summary, page 4
2.We note your response to comments 2 and 4, including your assertion that you are not
reliant on any particular customer or business partner. Revise your disclosure to
clarify that while your merchant partners include many of the top 100 merchants in
each key market, no single merchant accounts for more than 10% of your transaction
volume in any of your key markets.
3.We note your response to comment 6. Please disclose the nine additional European
countries to which you are expanding your deposit offerings and describe where you
currently are in the process of this expansion and when you plan to complete this
process to provide your deposit offerings to residents of these countries.
4.We note your disclosure that you raise deposits in Germany, the Netherlands, France,
Spain and Ireland pursuant to a partnership with a third-party platform operated by
Raisin. Please describe your partnership with Raisin, including the key terms of any
related material agreements, if any, and file such agreements as exhibits, or advise.
5.We note your revised disclosure on page 105, as well as your response to comments 7
and 24. We note that in step 5, payments to Klarna from the consumer are often
processed using a PSP or card network. On page 29, you state that you "pay a fee for
the[ir] services" when payments process through the PSP. To the extent that the fees
paid for these services are material, revise the presentation to indicate the weighted
average fee that is deducted from amounts remitted to Klarna in step 5.
Non-IFRS Financial Measures, page 21
6.We note your response and related disclosure revisions in response to comments 13
and 14 and that you now present transaction margin dollars as a non-IFRS measure
and that you reconcile this measure to operating loss. Please tell us why you do not
believe a fully loaded gross profit measure that includes technology and product
development costs is the most directly comparable IFRS measure for your
reconciliation. Refer to Item 10(e)(1)(i)(B) of Regulation S-K for guidance.

January 16, 2025
Page 3
Our relationships with bank partners in the United States may subject us...to additional
regulatory scrutiny, page 70
7.We note your response to prior comment 1 and 2 relating to your dependence on
banking partners to operate your lending operations in the United States. Revise your
disclosure, in this risk factor or another appropriate portion, to discuss any changes to
the regulatory scrutiny by the FDIC and other regulators on service arrangements
between banks and their fintech partners. For instance, we note that the FDIC issued a
statement on July 25, 2024 and issued a request for information related to these
arrangements.
Our Ability to Increase Engagement and Expand Revenue from Existing Consumers, page
115
8.We note your reference, in the graphic on page 117, to the concept of a Klarna
"Superuser" who increased their interaction with your products and
therefore reinforced increased trust. Where appropriate, please clarify the extent to
which you track the development of "Superusers" in any of your key markets or
among any key user cohorts by year. To the extent that you monitor the development
of your users as they become "Superusers," please disclose the extent to which those
numbers have grown, either in the absolute, or in your key markets. Please clarify
whether you have found that the Gini score for your "Superusers" has indicated
continued enhanced predictability of default.
Our Ability to Attract Merchants and Enable Merchant Success, page 118
9.We note your response to comment 28 and your disclosure that results achieved by
individual merchants may vary for a number of reasons. Please disclose whether
the financial and performance results presented in the case studies are typical of the
results enjoyed by your average merchant partner.
Our Ability to Maintain Best In-Class Underwriting Capabilities, page 124
10.We note your response to comment 31. Please further explain the changes you made
to your credit underwriting decision framework. For example, briefly explain the
targeted risk-based down-payment policies and how these changed policies differed
from your underwriting standards prior to your strategic initiative.
11.We note your response to comments 16 and 37. You state that commonly used terms
in the United States and the United Kingdom, such as “subprime,” are not universally
deployed in other geographies. As the US and the UK markets appear to be material,
please revise to clarify how you characterize your typical customers in those
geographies. Clarify any geographic concentration in one or more of the 26 countries
in which you are currently active. Additionally, in your presentation of the ability of
your underwriting model to predict credit issues, you present U.S. credit models
compared to the performance of your model in Germany. Please clarify why German
credit performance provides a useful comparison, for instance, because it is a more
mature market for your products or it provides a similarly in-depth alternative
consumer delinquency model benchmark.
Consumer Case Studies, page 170

January 16, 2025
Page 4
12.We note the consumer case studies. Please provide us an explanation of how you
identified the consumers you are highlighting in the case studies. Consider revised
disclosure as necessary to ensure the presentation is balanced and accurately places
the information in context for your investors.

January 16, 2025
Page 5
13.We note that the consumer study presented on page 172 discusses the consumer's
opinion that Klarna "stands for security" as well as providing a seamless shopping and
payment environment. We note that you indicate that fraud detection and other
payment integrity issues are key risks, including in the risks on page 48. To the extent
that you believe that the consumer's view of the security of Klarna is appropriate,
provide balancing discussion of the overall experience of fraud, or the effectiveness of
your fraud detection and resolution efforts.
14.For both the merchant and consumer testimonials, please tell us whether the quoted
individuals and organizations consented to being named and presented in the
registration statement.
Merchant Case Studies, page 175
15.Please tell us how you solicited the merchant testimonials presented on unnumbered
pages in between pages 174 and 175. In particular, please clarify whether all
statements presented were provided by the relevant merchant representatives, other
than the presented calculations. Please clarify whether Klarna believes these
testimonials are similarly representative of the average merchant's experience, similar
to your statements related to the tabular presentations made on pages 175 and 177.
Advertising Solutions, page 185
16.We note your response to comment 41. Please disclose the structure by which you
earn advertising revenue (e.g., fees, interest income, etc.).
AML, Sanctions and Anti-corruption Requirements, page 207
17.We note your disclosure that you received a remark and were fined by the SFSA
following an investigation relating to Klarna Bank's compliance with applicable
AML/CFT regulations. Please revise this section to discuss any remedial actions that
management has taken to ensure that you come into compliance with the applicable
AML/CFT regulations.
Securitization, page F-15
We note your response to comment 50. Please tell us and revise to disclose, if
material, the following:
•The amount of payments received in each period presented related to the transfer
of credit risk and where you present these amounts in your financial statements.
•The impact on your financial statements at the inception of the contract to transfer
credit risk, during the contract and at the settlement related to a credit loss. Please
provide us an illustrative example detailing the journal entries recorded. If no
amounts are ultimately recognized in "Consumer credit losses," please tell us why
you believe this is appropriate.
•Your accounting policies related to your contracts to transfer credit risk.
Specifically, discuss whether you recognize any asset or liability, how you
initially and subsequently measure it and where you present it in your Balance
Sheet. Please tell us the guidance that supports your accounting policies.
Your accounting policies related to expected credit losses on the underlying •18.

January 16, 2025
Page 6
receivables subject to the contracts to transfer credit risk. Specifically, clarify the
impact on the allowance at the inception of the contract to transfer credit risk and
throughout the term through settlement, including the impacted line-items in the
rollforward of the allowance for credit losses on page F-29. Please tell us the
guidance that supports your accounting policies.
Note 6 Consumer receivables, page F-28
19.We note the revised disclosure on page F-29 that, "The above table includes $128
million and $144 million in 2023 and 2022, respectively, in proceeds received from
the sale of uncollectible consumer receivables" in response to comment 54. Please tell
us in detail and revise to disclose in which line-item in the consumer receivables table
you present the proceeds from the sale of uncollectible consumer receivables.
Exhibits
20.We note that your draft registration statement does not contain the hyperlinks to the
exhibits. Please ensure that you provide appropriate hyperlinks in your publicly filed
F-1 and any subsequent amendment. Refer to Item 601(a)(2) of Regulation S-K.
            Please contact Lory Empie at 202-551-3714 or Michael Volley at 202-551-3437 if
you have questions regarding comments on the financial statements and related
matters. Please contact Madeleine Joy Mateo at 202-551-3465 or Christian Windsor at 202-
551-3419 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Finance
cc:Byron B. Rooney, Esq.