Full Year 2021 Results

Statement of Jitse Groen, CEO of Just Eat Takeaway.com: “After a period of significant investment, and with adjusted EBITDA losses having peaked in the first half of 2021, the Company is now rapidly progressing towards profitability. While the Northern European segment, with an adjusted EBITDA of €256 million in 2021, is the most profitable segment in the industry already, we also concluded the year with much improved adjusted EBITDA in our other operating segments. The team is working hard to make 2022 a successful year for both the Company and all our stakeholders.”

• 2021 was a year of strong growth driven by the Company’s investments during the pandemic. Revenue on a combined basis grew by 33% to €5.3 billion in 2021, compared with €4.0 billion in 2020. The adjusted EBITDA margin(2) improved substantially in the fourth quarter of 2021, and as a result the adjusted EBITDA margin for the full year of 2021 was minus 1.2% of GTV, well within the guided range of minus 1% and minus 1.5% of GTV.
• Northern Europe was the most profitable segment in the industry with an adjusted EBITDA of €256 million in 2021. In the UK and Ireland, the Company doubled orders in the past two years and is now on a clear path to profitability. In Southern Europe and ANZ, high investments into leading positions doubled the segment, in terms of orders, during the pandemic, with profitability improving going forward.
• In North America, both in the US and Canada, various states, provinces and local governments imposed mandatory fee caps on online food delivery marketplaces. This had a significant impact of €192 million on adjusted EBITDA. At the end of 2021, many of these have expired, but they remain in place in major US cities such as New York City and San Francisco.
• Brazilian market leader iFood continued to deliver strong growth in 2021. GTV grew 55% in 2021 compared with 2020 and revenue grew 51% in the same period.
• The Company’s business has accelerated with Active Consumers, Average Monthly Order Frequency, Returning Consumers and Average Transaction Values (ATVs) improving to above pre-pandemic levels.
• Just Eat Takeaway.com raised €1.1 billion of convertible bonds in February 2021 and secured an additional €300 million of funding through a two-year term loan at favourable terms in December 2021, resulting in a strong cash base to finance its operational cashflows and business plan with €1.3 billion cash on its balance sheet as of 31 December 2021. The maturity profile on the Company’s debt is well aligned with the guided profitability improvements. Management believes that its strong cash position, balance sheet optionality in the form of its iFood stake, as well as its intentions to seek a strategic partner in the US, provide a solid foundation for the future.
• The Loss for the period on an IFRS basis was €1,044 million in 2021, compared with €151 million in 2020. Operating losses in 2021 were mainly driven by investments in historically underinvested legacy Just Eat markets to reposition the business for online share gains. In addition, Loss for the period was caused by (i) a significant increase of depreciation, amortisation and impairment, (ii) an increase of financing expenses and (iii) one-off integration cost. All three items were directly related to the acquisitions made in the last three years and in aggregate amounted to approx. €350 million in 2021.
• Management reiterates the following financial targets:

1. GTV to grow by mid-teens percentage points year-on-year in 2022
2. 2021 has been the peak year of losses, with 2022 adjusted EBITDA margin improving to the range of minus 0.6% to minus 0.8% of GTV
3. In excess of €30 billion of GTV to be added over the next five years
4. Long-term group adjusted EBITDA margin in excess of 5% of GTV

• To concentrate on leadership positions and profit pools, Just Eat Takeaway.com management intends to discontinue(3) its operations in Norway and Portugal, anticipated to be effective as of 1 April 2022. Adjusted EBITDA in Norway and Portugal is approximately minus €10 million on an annual basis and the impact on Orders, GTV and Revenue is immaterial.
• In line with its recent announcement to delist from Nasdaq to reduce costs and complexity, Just Eat Takeaway.com confirms that the last trading day of its American Depositary Shares (ADSs) on Nasdaq is expected to be 11 March 2022. Trading of its ADS on the OTC Markets via a sponsored Level 1 programme is expected to begin on 14 March 2022.
• Today, Just Eat Takeaway.com published its annual report 2021. A copy of the annual report is available on the Company's website at https://www.justeattakeaway.com/investors/. In addition, a copy of the annual report will be submitted to the National Storage Mechanism and the annual report will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Analyst and investor conference call and audio webcast

Jitse Groen, Brent Wissink and Jörg Gerbig will host an analyst and investor conference call to discuss the full year 2021 results at 10:30 am CET on Wednesday 2 March 2022. Members of the investor community can follow the audio webcast on https://www.justeattakeaway.com/investors/results-and-reports/.

Media and wires call

Jitse Groen will host a media and wires call to discuss the full year 2021 results at 8:30 am CET on Wednesday 2 March 2022. The press can join the conference call at +31 20 531 5843.

Financial calendar

For more information, please visit https://www.justeattakeaway.com/investors/financial-calendar/

Additional information on https://www.justeattakeaway.com/

● Just Eat Takeaway.com Analyst Presentation FY 2021

● Just Eat Takeaway.com Company Update Presentation March 2022

● Our media kit including photos of the Management Board and industry-related photos for download

Market Abuse Regulation

This press release contains inside information (i) as meant in clause 7(1) of the Market Abuse Regulation and (ii) in terms of Article 7(1) of the Market Abuse Regulation as it forms part of UK law pursuant to the European Union (Withdrawal) Act 2018.

Auditor's involvement

The full year 2021 and 2020 information in the condensed financial statements is based on Just Eat Takeaway.com’s 2021 Financial Statements, as included in the 2021 Annual Report (the Financial Statements), which will be published on 2 March 2022. In accordance with article 2:395 of the Netherlands Civil Code, we state that our auditor, Deloitte Accountants B.V., has issued an unqualified opinion on the Financial Statements, dated 2 March 2022. For a better understanding of the company’s financial position and results and of the scope of the audit of Deloitte Accountants B.V., this report should be read in conjunction with the Financial Statements. The general meeting has not yet adopted the Financial Statements.

Accounting Principles

Just Eat Takeaway.com’s Annual Report 2021 results are prepared in accordance with International Financial Reporting Standards as adopted by the European Union (“IFRS-EU”) and with Part 9 of Book 2 on the Dutch Civil Code. In preparing the financial information in this document, the same accounting principles are applied as in the Company’s 2020 Annual Report.

Disclaimer

Statements included in this press release that are not historical facts are, or may be deemed to be, forwardlooking statements, including "forward-looking statements" made within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "anticipates", "expects", "intends", "may" or "will" or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results, reflect the Company's current view with respect to future events and are subject to risks relating to future events, including risks from or uncertainties related to competition, brand and reputation, acquisitions, global strategic projects, legislation and regulation, financial reporting, operational complexity and integration and transformation, as well as those contained the Company's filings with the SEC, including the Company's registration statement on Form F-4 (Registration Statement No. 333-255540), which was declared effective by the SEC on May 12, 2021, and Current Reports on Form 6-K, which may be obtained free of charge at the SEC's website, http://www.sec.gov, and the Company's Annual Reports, which may be obtained free of charge from the Company's corporate website, https://justeattakeaway.com. Past performance is no guide to future performance and persons needing advice should consult an independent financial adviser. Forward-looking statements reflect knowledge and information available at, and speak only as of, the date they are made, and the Company expressly disclaims any obligation or undertaking to update, review or revise any forwardlooking statement contained in this announcement. Readers are cautioned not to place undue reliance on such forward-looking statements. Amounts may not add up due to rounding. Percentages used are based on unrounded figures.

No Offer or Solicitation

This presentation shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Non-GAAP Financial Measures and Alternative Performance Measures

This presentation includes certain non-GAAP financial measures as defined by SEC rules and alternative performance measures as defined by European rules. Just Eat Takeaway.com uses these non-GAAP financial measures and alternative performance measures, respectively, as key performance measures because it believes they facilitate operating performance comparisons from period to period by excluding potential differences primarily caused by variations in capital structures, tax positions, the impact of acquisitions and restructuring, the impact of depreciation and amortization expense on its fixed assets and the impact of stock-based compensation expense. These non-GAAP financial measures and alternative performance measures are not measurements of Just Eat Takeaway's financial performance under IFRS and should not be considered as an alternative to performance measures derived in accordance with IFRS and should be read in conjunction with Just Eat Takeaway.com's financial statements prepared in accordance with IFRS. Just Eat Takeaway.com has provided a reconciliation of those measures to the most directly comparable IFRS measures in Just Eat Takeaway.com's 2021 Annual Report.

1 The Grubhub and Just Eat businesses were consolidated on an IFRS basis from 15 June 2021 and 15 April 2020 respectively. The figures in this press release are presented as if the combinations were completed on 1 January 2019 to provide comparable information on a combined basis, unless stated otherwise

2 Adjusted EBITDA is defined as operating income / loss for the period adjusted for depreciation, amortisation, impairments, share-based payments, acquisition and integration related expenses and other items not directly related to underlying operating performance

3 Subject to and in due observance of local laws, regulation and consultation procedures