CHICAGO, Aug. 25, 2014 /PRNewswire/ — GrubHub Inc. (the “Company”) (NYSE: GRUB) announced today that it has publicly filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission relating to a proposed follow-on public offering of its common stock.  GrubHub Inc. is the nation’s leading online and mobile food-ordering company dedicated to connecting hungry diners with local takeout restaurants. The GrubHub Inc. portfolio of brands includes GrubHub, Seamless, MenuPages and Allmenus.

Citigroup, Morgan Stanley and BofA Merrill Lynch will act as book-running managers for the proposed offering.  Allen & Company LLC, BMO Capital Markets Corp., Canaccord Genuity Inc., Raymond James & Associates, Inc. and William Blair & Company, L.L.C. will act as co-managers for the proposed offering.

The proposed offering will be made only by means of a prospectus. A copy of the preliminary prospectus relating to these securities may be obtained when available from Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone at 1-800-831-9146; Morgan Stanley at Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014 or by telephone at 1-866-718-1649 and BofA Merrill Lynch at Attention: Prospectus Department, 222 Broadway, New York, NY 10038 or by e-mailing: dg.prospectus_requests@baml.com.

A registration statement relating to these securities has been filed with the U.S. Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the applicable securities laws of such state or jurisdiction.

The underwriters for the Company’s April 2014 initial public offering have agreed to waive the lock-up restrictions to permit the Company and the selling stockholders to file this proposed registration on Form S-1 and to permit the Company to offer and sell shares.  The lock-up restrictions will also be waived as to the selling stockholders immediately prior to the execution of the underwriting agreement to enable them to offer and sell shares in this proposed offering.

About GrubHub Inc.
GrubHub Inc. is the nation’s leading online and mobile food-ordering company dedicated to connecting hungry diners with local takeout restaurants. The GrubHub Inc. portfolio of brands includes GrubHub, Seamless, MenuPages and Allmenus. The Company’s online and mobile ordering platforms allow diners to order directly from more than 30,000 takeout restaurants in more than 700 U.S. cities and London, and every order is supported by the Company’s 24/7 customer service. GrubHub Inc. has offices in Chicago, New York City and London.

Contacts:
Investor Relations:
Anan Kashyap, GrubHub Inc.
Email: ir@grubhub.com

Media Relations:
Meghan Gage, GrubHub Inc.
Phone: 312-940-6401
Email: press@grubhub.com