Full Year 2023 Results

• Group excluding North America returned to GTV growth in 2023
• 2023 adjusted EBITDA[1] ahead of guidance at €324 million and growing quickly
• Strong momentum in UK and Ireland with adjusted EBITDA margin rapidly approaching a similarly high level as Northern Europe
• We reached the significant milestone of positive free cash flow[2] in H2 2023
• To date, we have repurchased 7.3% of our issued shares
• We issue new guidance for 2024

Group highlights[3]

●         The Group excluding North America returned to GTV growth in 2023. The year-on-year GTV trajectory improved throughout 2023. GTV for the Group including North America was €26.4 billion in 2023, down 4% on constant currency compared with 2022.

●         Revenue less adjusted order fulfilment costs[4] per order improved by 12% in 2023 compared with prior year. Improved processes and automation led to reduced costs per order, whilst improving customer and restaurant experience.

●         Adjusted EBITDA improved significantly to €324 million in 2023 from €19 million in 2022. All segments materially contributed to this improvement. As a result of the increased adjusted EBITDA, the Group reached the significant milestone of being free cash flow positive in H2 2023.

●         With cash and cash equivalents as per 31 December 2023 of €1,724 million and the Group having turned free cash flow positive in H2 2023, we are well-capitalised. We were able to use part of our strong liquidity to buy back shares and, under the share buyback programmes announced in April and October 2023, 7.3% of the issued shares were repurchased as per 23 February 2024.

Segment highlights[3]

●         The Northern Europe and the UK and Ireland segments exited 2023 at the highest ever quarterly GTV level.

●         In the Northern Europe segment, GTV increased gradually throughout 2023 which resulted in an increase of 3% to €7.7 billion. Northern Europe continued to demonstrate strong profit generation with an adjusted EBITDA of €366 million in 2023. The adjusted EBITDA margin in Northern Europe remained one of the industry's strongest and further improved to 4.8% of GTV in 2023 from 4.2% in 2022.

●         In the UK and Ireland segment, the improvement in year-on-year GTV performance was most pronounced, resulting in a GTV of €6.6 billion in 2023. Adjusted EBITDA improved significantly to €135 million in 2023 from €23 million in 2022, mainly due to enhanced delivery efficiency and simplification of our delivery operation. With the adjusted EBITDA margin increasing further to 2.0% of GTV in 2023 from 0.4% of GTV in 2022, UK and Ireland is rapidly approaching a similarly high adjusted EBITDA margin as Northern Europe.

●         In the Southern Europe and ANZ segment, operational improvements in logistics and more efficient customer services resulted in an improved adjusted EBITDA of minus €97 million in 2023 from minus €161 million in 2022.

●         North America significantly increased its adjusted EBITDA to €126 million in 2023 from €65 million in 2022. Under the new management, we are improving our cost base and competitiveness of Grubhub, including a continued push in new verticals. Grubhub too continues to make strong progress towards free cash flow breakeven.

Financials

●         Loss for the period on an IFRS basis was €1,846 million in 2023, driven by impairment losses of €1,539 million, mainly related to goodwill and other intangible assets from past equity funded acquisitions, and amortisation of €452 million, mainly related to the amortisation of consumer lists, technology platforms and development costs. Excluding the aforementioned impact of impairment losses and amortisation, profit for the period would have amounted to €145 million in 2023 compared with a loss of €652 million in 2022.

●         The €250 million convertible bond issued on 25 January 2019 was fully repaid in cash upon maturity on 25 January 2024, thereby reducing interest payments going forward.

Outlook

●         The Management Board issues the following guidance for 2024:

o    Constant currency GTV growth excluding North America in the range of 2% to 6% year-on-year

o    Free cash flow (before changes in working capital[5]) to continue to be positive in 2024 and thereafter

o    Adjusted EBITDA of approximately €450 million

●         Long-term target of group adjusted EBITDA margin in excess of 5% of GTV.

●         Management, together with its advisers, continues to actively explore the partial or full sale of Grubhub. There can be no certainty that any such strategic actions will be agreed or what the timing of such agreements will be. Further announcements will be made as and when appropriate.

Please download the full press release here:

Footnotes

[1] Free cash flow is defined as net cash used in operating activities less capital expenditure, lease payments and taxes paid on net settlement of share-based payment awards

[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] On a combined basis

[4] Revenue less order fulfilment costs, adjusted for other items as shown in Appendix 2

[5] Free cash flow before working capital excludes other changes in working capital, other non-current assets and provisions

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Analyst and investor conference call and audio webcast

Jitse Groen, Brent Wissink, Jörg Gerbig and Andrew Kenny will host an analyst and investor conference call to discuss the full year 2023 results at 10:30 am CET on Wednesday 28 February 2024. 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 2023 results at 8:30 am CET on Wednesday 28 February 2024. Members of the press can join the conference call at +31 20 708 5073 or +44 (0)33 0551 0200.

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 2023
• 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 2023 and 2022 information in the condensed financial statements is based on Just Eat Takeaway.com’s 2023 consolidated financial statements, as included in the 2023 Annual Report (the ‘Financial 13 Statements’), which have been published on 28 February 2024. 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 28 February 2024. 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
The Financial Statements of the Company have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union ('IFRS') and comply with the financial reporting requirements included in Part 9 of Book 2 of the Dutch Civil Code.

Disclaimer
Statements included in this press release that are not historical facts (including any statements concerning investment objectives, other plans and objectives of management for future operations or economic performance, or assumptions or forecasts related thereto) are, or may be deemed to be, forward-looking statements. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "anticipates", "expects", "intends", "may" or "will" or, in each case, their negative or other variations 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. Any forward-looking statements reflect the Company's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company’s business, results of operations, financial position, liquidity, prospects, growth or strategies. 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 forward-looking statement contained in this press release. Readers are cautioned not to place undue reliance on such forward- looking statements.

No Offer or Solicitation
This document 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.

Alternative Performance Measures
This document includes certain alternative performance measures. Just Eat Takeaway.com uses these alternative performance measures 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 amortisation expense on its fixed assets and the impact of share-based payment expenses. These 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. They should be read in conjunction with Just Eat Takeaway.com's financial statements prepared in accordance with IFRS.