GrubHub Reports Record First Quarter Results

GrubHub generates 51% percent revenue growth in the first quarter

CHICAGO, April 29, 2015 /PRNewswire/ — GrubHub Inc. (NYSE: GRUB), the leading takeout marketplace, today announced financial results for the quarter ended March 31, 2015.

“Positive seasonal tailwinds and good organic growth propelled GrubHub to record top line and bottom line results in the first quarter,” commented Matt Maloney, CEO. “We continue to broaden and deepen our reach, with 5.6 million diners generating more than 21 million orders for our 35,000 restaurant partners in the first three months of the year. Due to our strong growth in diners, Daily Average Grubs grew 30 percent compared to the first quarter last year.”

First Quarter 2015 Highlights

The following results reflect the financial performance and key operating metrics of our business for the three months ended March 31, 2015 as compared to the same period in 2014.

First Quarter Financial Highlights

  • Revenues: $88.2 million, a 51% year-over-year increase from $58.6 million in the first quarter of 2014.
  • Non-GAAP Adjusted EBITDA: $28.3 million, a 72% year-over-year increase from $16.4 million in the first quarter of 2014.
  • Net Income: $10.6 million, a 143% year-over-year increase from $4.4 million in the first quarter of 2014.

First Quarter Key Business Metrics Highlights

  • Active Diners were 5.60 million, a 46% year-over-year increase from 3.85 million Active Diners in the first quarter of 2014.
  • Daily Average Grubs were 234,700, a 30% year-over-year increase from 181,200 Daily Average Grubs in the first quarter of 2014.
  • Gross Food Sales were $590 million, a 36% year-over-year increase from $433 million processed in the first quarter of 2014.

“As previously announced, in addition to the DiningIn acquisition we closed in early February, we completed our acquisition of Restaurants on the Run later in the month and continue to be excited about providing delivery as part of an integrated suite of products for our independent restaurant partners,” noted Maloney. “We believe that by providing the last mile, we can improve the diner experience, increase the total market and potentially lower the cost of delivery by leveraging our unequaled scale.”

Second Quarter and Full Year 2015 Guidance

Based on information available as of April 29, 2015, the company is providing the following financial guidance for the second quarter and full year of 2015:

Second Quarter 2015

Full Year 2015

(in millions)

Expected revenue range

$83.5 – $85.5

$346 – $361

Expected Adjusted EBITDA range

$23.0 – $25.0

$101 – $109

First Quarter 2015 Financial Results Conference Call: GrubHub will webcast a conference call today at 9 a.m. CT to discuss the first quarter 2015 financial results. The webcast can be accessed on the GrubHub Investor Relations website at http://investors.grubhub.com, along with the company’s earnings press release and financial tables. A replay of the webcast will be available at the same website until May 5th, 2015.

About GrubHub
GrubHub (NYSE: GRUB) is one of the nation’s largest portfolios of online and mobile takeout food ordering and delivery services. Connecting diners to more than 35,000 restaurants in more than 900 U.S. cities and London, the company’s platforms and services strive to make takeout better through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. The GrubHub Inc. portfolio of brands includes GrubHub, Seamless, AllMenus, MenuPages, Restaurants on the Run and DiningIn.

Use of Forward Looking Statements:
This press release contains forward-looking statements regarding our management’s future expectations, beliefs, intentions, goals, strategies, plans and prospects, including the expected financial performance of GrubHub following its recent acquisitions. Such statements constitute “forward-looking” statements, which are subject to the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks, uncertainties and assumptions that could cause actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements. Such risks and uncertainties include, but are not limited to, the matters set forth in the filings that we make with the Securities and Exchange Commission from time to time, including those set forth in the section entitled “Risk Factors” in our Annual Report on Form 10-K filed on March 5, 2015, which are on file with the SEC and are available on the Investor Relations section of our website at http://investors.grubhub.com/. Additional information will be set forth in our Quarterly Report on Form 10-Q that will be filed for the quarter ended March 31, 2015, which should be read in conjunction with these financial results. Please also note that forward-looking statements represent our management’s beliefs and assumptions only as of the date of this press release. Except as required by law, we assume no obligation to publicly update these forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information, becomes available in the future.

Use of Non-GAAP Financial Measures
Adjusted EBITDA is a financial measure that is not calculated in accordance with accounting principles generally accepted in the United States, or GAAP.

We define Adjusted EBITDA as net income adjusted to exclude merger and restructuring costs, income taxes, depreciation and amortization and stock-based compensation expense. We use Adjusted EBITDA as a key performance measure because we believe it facilitates 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 our fixed assets and the impact of stock-based compensation expense. Adjusted EBITDA is not a measurement of our financial performance under GAAP and should not be considered as an alternative to performance measures derived in accordance with GAAP.

See “Schedule of Non-GAAP Adjusted EBITDA Reconciliation” below for a reconciliation of net income to Adjusted EBITDA.

Contacts:

Anan Kashyap

Abby Hunt

Corporate Finance & Investor Relations

Press

ir@grubhub.com

press@grubhub.com

GRUBHUB INC.

CONDENSED STATEMENTS OF OPERATIONS – UNAUDITED

(in thousands, except per share data)

Three Months Ended March 31,

2015

2014

Revenues

$

88,249

$

58,613

Costs and expenses:

Sales and marketing

24,107

16,117

Operations and support

22,701

15,107

Technology (exclusive of amortization)

7,666

5,347

General and administrative

9,101

8,324

Depreciation and amortization

6,249

5,515

Total costs and expenses

69,824

50,410

Income before provision for income taxes

18,425

8,203

Provision for income taxes

7,855

3,850

Net income attributable to common stockholders

$

10,570

$

4,353

Net income per share attributable to common stockholders:

Basic

$

0.13

$

0.08

Diluted

$

0.12

$

0.06

Weighted average shares used to compute net income per share attributable to common stockholders:

Basic

82,783

55,210

Diluted

85,098

77,365

KEY OPERATING METRICS

Three Months Ended March 31,

2015

2014

Active Diners (000s)

5,604

3,851

Daily Average Grubs

234,700

181,200

Gross Food Sales (millions)

$

589.9

$

433.0

GRUBHUB INC.

CONDENSED CONSOLIDATED BALANCE SHEETS – UNAUDITED

(in thousands, except share data)

March 31, 2015

December 31, 2014

ASSETS

CURRENT ASSETS:

Cash and cash equivalents

$

188,155

$

201,796

Short term investments

110,069

111,341

Accounts receivable, less allowances for doubtful accounts

49,614

36,127

Deferred taxes, current

792

825

Prepaid expenses

2,915

2,940

Total current assets

351,545

353,029

PROPERTY AND EQUIPMENT:

Property and equipment, net of depreciation and amortization

16,102

16,003

OTHER ASSETS:

Other assets

3,507

3,543

Goodwill

387,385

352,788

Acquired intangible assets, net of amortization

289,495

254,339

Total other assets

680,387

610,670

TOTAL ASSETS

$

1,048,034

$

979,702

LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES:

Restaurant food liability

$

115,892

$

91,575

Accounts payable

4,060

3,371

Accrued payroll

3,695

5,958

Taxes payable

707

1,660

Other accruals

12,211

8,441

Total current liabilities

136,565

111,005

LONG TERM LIABILITIES:

Deferred taxes, non-current

93,430

92,244

Other accruals

5,826

5,931

Total long term liabilities

99,256

98,175

Commitments and Contingencies

STOCKHOLDERS’ EQUITY:

Common stock, $0.0001 par value

8

8

Accumulated other comprehensive loss

(555)

(262)

Additional paid-in capital

721,366

689,953

Retained earnings

91,394

80,823

Total Stockholders’ Equity

$

812,213

$

770,522

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

$

1,048,034

$

979,702

GRUBHUB INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS – UNAUDITED

(in thousands)

Three Months Ended March 31,

2015

2014

CASH FLOWS FROM OPERATING ACTIVITIES

Net income

$

10,570

$

4,353

Adjustments to reconcile net income to net cash from operating

   activities:

Depreciation

1,215

1,168

Provision for doubtful accounts

93

361

Deferred taxes

1,219

3,208

Intangible asset amortization

5,034

4,347

Tenant allowance amortization

(40)

(40)

Stock-based compensation

3,007

2,403

Deferred rent

(1)

(21)

Investment premium amortization

280

Change in assets and liabilities, net of the effects of business

   acquisitions:

Accounts receivable

(11,862)

(10,994)

Prepaid expenses and other assets

255

626

Restaurant food liability

24,376

18,678

Accounts payable

(1,826)

(56)

Accrued payroll

(3,146)

943

Other accruals

1,248

2,860

Net cash provided by operating activities

30,422

27,836

CASH FLOWS FROM INVESTING ACTIVITIES

Purchases of investments

(37,068)

Proceeds from maturity of investments

38,060

Capitalized website and development costs

(1,213)

(449)

Purchases of property and equipment

(441)

(1,776)

Acquisitions of businesses, net of cash acquired

(55,506)

Net cash used in investing activities

(56,168)

(2,225)

CASH FLOWS FROM FINANCING ACTIVITIES

Repurchases of common stock

(116)

Proceeds from exercise of stock options

5,823

1,036

Excess tax benefit related to stock-based compensation

6,492

Taxes paid related to net settlement of stock-based compensation awards

(362)

Net cash provided by financing activities

12,315

558

Net change in cash and cash equivalents

(13,431)

26,169

Effect of exchange rates on cash

(210)

49

Cash and cash equivalents at beginning of year

201,796

86,542

Cash and cash equivalents at end of the period

$

188,155

$

112,760

SUPPLEMENTAL DISCLOSURE OF NON CASH ITEMS

Fair value of common stock issued for acquisitions

15,980

Cash paid for income taxes

395

NON-GAAP ADJUSTED EBITDA RECONCILATION

Three Months Ended

March 31,

2015

2014

(in thousands)

Net income

$

10,570

$

4,353

Income taxes

7,855

3,850

Depreciation and amortization

6,249

5,515

EBITDA

24,674

13,718

Acquisition and restructuring costs

569

285

Stock-based compensation

3,007

2,403

Adjusted EBITDA

$

28,250

$

16,406

GrubHub To Announce First Quarter 2015 Financial Results On April 29, 2015

CHICAGO, April 22, 2015 /PRNewswire/ — GrubHub Inc. (NYSE: GRUB), the leading online and mobile food-ordering company, today announced that it will host a conference call to discuss its fourth quarter financial results on Wednesday, April 29th, 2015, at 9:00 a.m. Central Time, following the release of the Company’s financial results. Matt Maloney, CEO, and Adam DeWitt, CFO will host the webcast.

The live webcast of the conference call will be available on the investor relations section of the GrubHub website at http://investors.grubhub.com/. Following completion of the call, a recorded replay of the webcast will be available on the website.

About GrubHub

GrubHub (NYSE: GRUB) is one of the nation’s largest portfolios of online and mobile takeout food ordering and delivery services. Connecting diners to more than 35,000 restaurants in 800 U.S. cities and London, the company’s platforms and services strive to make takeout better through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. The GrubHub portfolio of brands includes GrubHub, Seamless, AllMenus, MenuPages, Restaurants on the Run and DiningIn.

Contacts:

Anan Kashyap
Corporate Finance & Investor Relations
ir@grubhub.com

Abby Hunt
Press
press@grubhub.com

 

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/grubhub-to-announce-first-quarter-2015-financial-results-on-april-29-2015-300070577.html

GrubHub Partners with No Kid Hungry to Help Fight Childhood Food Insecurity

CHICAGOApril 20, 2015 /PRNewswire/ — GrubHub, the nation’s leading online and mobile food ordering and delivery service, today launched its Feed Kids, Feel Good program to benefit No Kid Hungry’s mission to end childhood hunger in America. In its second year partnering with the organization, GrubHub, with the help of its diners and restaurant partners, will raise up to $75,000 to support No Kid Hungry’s work to ensure that the 16 million kids struggling with hunger in the U.S. have the healthy food they need, every day.

Beginning today through May 3, GrubHub will donate $1 for every order using the code NOHUNGER5 to No Kid Hungry, up to $75,000. Diners across the country can participate in Feed Kids, Feel Good by simply entering the code NOHUNGER5 when completing an order on the GrubHub or Seamless platforms. Just $1 can help No Kid Hungry feed a child in need 10 healthy meals*.  To acknowledge diners who place an order using the code NOHUNGER5, GrubHub will send such diners a coupon for 15 percent off a future GrubHub or Seamless order.

“As a food technology company in more than 800 cities across the country, we understand the importance of supporting our local communities,” said Matt Maloney, GrubHub CEO. “Our Feed Kids, Feel Good partnership allows GrubHub’s more than five million active diners a simple yet impactful opportunity to support No Kid Hungry’s numerous local initiatives—improving school breakfast programs, teaching families how to prepare healthy meals on a budget and recruiting summer meal sites—all while enjoying a great meal from their favorite neighborhood restaurants.”

In addition to offering a cost-free, national diner donation, GrubHub has partnered with top local restaurants in Chicago and New York City to create exclusive menu items, available only on GrubHub and Seamless platforms through May 3. For every order placed containing a special menu item, GrubHub will donate $5 to No Kid Hungry.

Feed Kids, Feel Good restaurant partners include:

Chicago

New York

  • Old Town Social
  • Lillie’s Q
  • Hub 51
  • Bub City
  • RPM Italian
  • Ramen-San
  • Casa Mezcal
  • Pounds & Ounces
  • Bar 43
  • Station
  • Macelleria
  • Potatopia
  • Black Seed Bagel
  • Mile End Delicatessen

“No Kid Hungry is proud to partner with GrubHub to raise awareness across the country for the issue of childhood hunger,” saidDebbie Shore, co-founder of Share Our Strength. “Funds raised through the Feed Kids, Feel Good program will help us connect kids who struggle with hunger to hundreds of thousands of healthy meals. We are so proud to be a part of this unique campaign – one that truly demonstrates that everyone has a strength to share in the efforts to ensure No Kid Hungry becomes a reality.”

To learn more about GrubHub’s Feed Kids, Feel Good donation program, visit www.blog.grubhub.com. Want to get more involved in the No Kid Hungry campaign to help end childhood hunger? Check out NoKidHungry.org.

*This amount is based on the individual experiences of grant recipients. Contributions will be used to reach the highest number of children facing hunger in America. Share Our Strength is a non-profit 501(c)3 organization.

About GrubHub
GrubHub (NYSE: GRUB) is one of the nation’s largest portfolios of online and mobile takeout food ordering and delivery services. Connecting diners to more than 35,000 restaurants in 800 U.S. cities and London, the company’s platforms and services strive to make takeout better through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. The GrubHub portfolio of brands includes GrubHub, Seamless, AllMenus, MenuPages, Restaurants on the Run and DiningIn.

About No Kid Hungry
No child should go hungry in America, but 1 in 5 kids will face hunger this year. Using proven, practical solutions, No Kid Hungry is ending childhood hunger today by ensuring that kids start the day with a nutritious breakfast and families learn the skills they need to shop and cook on a budget. When we all work together, we can make sure kids get the healthy food they need. No Kid Hungry is a campaign of national anti-hunger organization Share Our Strength. Join us at NoKidHungry.org.

GrubHub Adds Girish Lakshman to Board of Directors

CHICAGO, March 16, 2015 /PRNewswire/ — GrubHub Inc. (NYSE:GRUB) announced today that Girish Lakshman, former Vice President of Worldwide Transportation Strategy and Technology at Amazon, is joining its Board of Directors.

Girish joined Amazon in 1999 and served in various senior roles as part of the organization’s e-logistics strategy team. Upon his retirement in August 2014, he was managing multi-disciplinary functions in transportation, including interfacing with global supply chain and fulfillment centers. Girish also serves on the advisory board of the Master of Supply Chain Transportation and Logistics program at University of Washington.

“We are thrilled to welcome Girish to the Board, and look forward to getting the benefit of his extensive background in logistics and eCommerce,” said Matt Maloney, CEO and Founder of GrubHub. “His skills and experience will be extremely valuable as we expand our leadership position in online ordering, particularly as we integrate our recent acquisitions and grow our presence in restaurant delivery.”

About GrubHub
GrubHub Inc. (NYSE:GRUB) is one of the nation’s largest portfolios of online and mobile takeout food ordering and delivery services. Connecting diners to more than 30,000 restaurants in 800 U.S. cities and London, the company’s platforms and services strive to make takeout better through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. The GrubHub Inc. portfolio of brands includes GrubHub, Seamless, AllMenus, MenuPages, Restaurants on the Run and DiningIn.

Contacts:
Anan Kashyap
Corporate Finance & Investor Relations
ir@grubhub.com

Abby Hunt
Press
press@grubhub.com

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/grubhub-adds-girish-lakshman-to-board-of-directors-300050823.html

GrubHub Completes Acquisition Of Restaurants On The Run

CHICAGO, March 2, 2015 /PRNewswire/ — GrubHub Inc. (NYSE: GRUB), the leading online and mobile food-ordering company, today announced it has completed the acquisition of Restaurants on the Run. With the close of this acquisition, GrubHub is now executing delivery for nearly 3,000 restaurants across the country.

B. Riley & Co. served as the financial advisor to Restaurants on the Run for this transaction.

First Quarter and Full Year 2015 Guidance

GrubHub is making the following adjustments to its previous outlook for the first quarter and full year of 2015, based on information available as of March 2, 2015, which includes the impact of the Restaurants on the Run acquisition:

First Quarter 2015

Full Year 2015

(in millions)

Expected revenue range

$84 – $86

$343 – $358

Expected Adjusted EBITDA range

$24 – $26

$101 – $109

About GrubHub

GrubHub Inc. (NYSE: GRUB) is the nation’s leading online and mobile food ordering company dedicated to connecting hungry diners with local takeout restaurants. The company’s online and mobile ordering platforms allow diners to order directly from approximately 30,000 takeout restaurants in more than 800 U.S. cities and London. Every order is supported by the company’s 24/7 customer service teams.

About Restaurants on the Run

Founded in 1993, Restaurants on the Run is the West Coast’s largest restaurant food delivery service specializing in corporate catering and restaurant delivery. Restaurants on the Run delivers on time meals and a consistent customer experience for more than 1,700 restaurant locations across Los Angeles, San Francisco, Orange County, San Diego, Houston, Seattle, Las Vegas and Tulsa. Using smart delivery logistics, Restaurants on the Run is focused on perfecting the ordering and delivery experience.

Use of Forward Looking Statements:

This press release contains forward-looking statements regarding our management’s future expectations, beliefs, intentions, goals, strategies, plans and prospects, including the expected benefits to GrubHub from the acquisitions of DiningIn and Restaurants on the Run, and the expected financial performance of GrubHub following such acquisitions. Such statements constitute “forward-looking” statements, which are subject to the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks, uncertainties and assumptions that could cause actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements. Such risks and uncertainties include, but are not limited to, the matters set forth in the filings that we make with the Securities and Exchange Commission from time to time, including those set forth in the section entitled “Risk Factors” in our Prospectus filed on September 5, 2014 and our most recent Quarterly Report on Form 10-Q for the quarter ended September 30, 2014, which are on file with the SEC and are available on the Investor Relations section of our website at http://investors.grubhub.com/. Additional information will be set forth in our Annual Report on Form 10-K that will be filed for the year ended December 31, 2014, which should be read in conjunction with these financial results. Please also note that forward-looking statements represent our management’s beliefs and assumptions only as of the date of this press release. Except as required by law, we assume no obligation to publicly update these forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information, becomes available in the future.

Use of Non-GAAP Financial Measures

Adjusted EBITDA is a financial measure that is not calculated in accordance with accounting principles generally accepted in the United States, or GAAP.

We define Adjusted EBITDA as net income adjusted to exclude merger and restructuring costs, income taxes, depreciation and amortization and stock-based compensation expense. We use Adjusted EBITDA as a key performance measure because we believe it facilitates 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 our fixed assets and the impact of stock-based compensation expense. Adjusted EBITDA is not a measurement of our financial performance under GAAP and should not be considered as an alternative to performance measures derived in accordance with GAAP.

Contacts:

Anan Kashyap

Corporate Finance & Investor Relations

ir@grubhub.com

Abby Hunt

Press

press@grubhub.com

GrubHub To Participate In Morgan Stanley, Raymond James And JMP Securities Conferences

CHICAGO, Feb. 27, 2015 /PRNewswire/ — GrubHub Inc. (NYSE: GRUB), the leading online and mobile food-ordering company, today announced that Chief Executive Officer, Matt Maloney will participate at the JMP Securities Technology Conference and Morgan Stanley Technology, Media and Telecom Conference 2015 in San Francisco, California on March 2nd and 3rd, 2015 respectively.  In addition, Adam DeWitt, Chief Financial Officer, will participate at the 2015 Raymond James Institutional Investors Conference in Orlando, Florida on March 2nd, 2015.

About GrubHub

GrubHub Inc. (NYSE: GRUB) is the nation’s leading online and mobile food ordering company dedicated to connecting hungry diners with local takeout restaurants. The company’s online and mobile ordering platforms allow diners to order directly from approximately 30,000 takeout restaurants in more than 800 U.S. cities and London. Every order is supported by the company’s 24/7 customer service teams.

Contacts:

Anan Kashyap

Abby Hunt

Corporate Finance & Investor Relations

Press Relations

ir@grubhub.com

press@grubhub.com

GrubHub Reports Record Fourth Quarter And Year-End Results

GrubHub generates 50 percent revenue growth in the fourth quarter and expands into delivery with the acquisition of two leading restaurant delivery services

CHICAGO, Feb. 5, 2015 /PRNewswire/ — GrubHub Inc. (NYSE: GRUB), the leading online and mobile food-ordering company, today announced financial results for the quarter and year-ended December 31, 2014.  The Company also announced the completed acquisition of DiningIn and an agreement to acquire Restaurants on the Run, two of the leading restaurant delivery services in the U.S.

“We ended the year with strong growth momentum as we capitalized on the seasonally favorable conditions of the fourth quarter,” said Matt Maloney, CEO. “We sent more than 200,000 orders a day to our restaurant partners during the quarter while surpassing 5 million active diners, resulting in record revenues and adjusted EBITDA.  GrubHub continues to be the clear platform of choice for restaurants that want to grow their businesses profitably and for diners looking for simplicity, choice and control when ordering takeout.”

Acquisitions

The Company has completed the acquisition of DiningIn and signed a definitive agreement to acquire Restaurants on the Run, subject to certain closing conditions. With the completion of these acquisitions, GrubHub will be executing deliveries for nearly 3,000 restaurants across the U.S., including in Boston, Chicago, Dallas, Houston, Las Vegas, Los Angeles, Minneapolis, Philadelphia, San Diego, San Francisco and Seattle.

GrubHub has been conducting its own delivery tests for the past year and believes that owning the delivery experience provides a number of key benefits to its diners and restaurant partners, including:

  • An improved diner experience due to GrubHub’s additional visibility into each order;
  • An increased number of dining choices by bringing delivery services to restaurants that do not operate such services themselves; and
  • Lower overall delivery costs due to the benefits of scale and aggregation

“We are excited to start 2015 with these acquisitions, the completion of which will help us expand our leading position in online ordering and also make GrubHub a leader in restaurant delivery for independent restaurants,” noted Maloney. “DiningIn and Restaurants on the Run are ideal partners for GrubHub because of the breadth and depth of their restaurant networks and the more than 45 years of combined experience they have operating successful restaurant delivery services.”

Fourth Quarter and Full Year 2014 Highlights

The following results reflect the financial performance and key operating metrics of our business for the three months and year ended December 31, 2014, compared to the non-GAAP pro forma combined results of Seamless Holdings and GrubHub Holdings for the three months and year ended December 31, 2013, giving effect to the August 2013 merger of the two companies.

Fourth Quarter Financial Highlights

  • Revenues: $73.3 million, a 50% year-over-year increase from $49.0 million in the fourth quarter of 2013.
  • Non-GAAP Adjusted EBITDA: $25.0 million, a 92% year-over-year increase from $13.0 million in the fourth quarter of 2013.
  • Net Income: $10.8 million, a 381% year-over-year increase from $2.2 million in the fourth quarter of 2013.

Fourth Quarter Key Business Metrics Highlights

  • Active Diners were 5.03 million, a 47% increase from 3.42 million Active Diners in the fourth quarter of 2013.
  • Daily Average Grubs were 202,700, a 33% year-over-year increase from 152,900 Daily Average Grubs in the fourth quarter of 2013.
  • Gross Food Sales were $508 million, a 37% year-over-year increase from $370 million processed in the fourth quarter of 2013.

Full Year Financial Highlights

  • Revenues: $253.9 million, a 49% year-over-year increase from $170.1 million in 2013.
  • Non-GAAP Adjusted EBITDA: $78.7 million, a 98% year-over-year increase from $39.7 million in 2013.
  • Net Income: $24.3 million, a 458% year-over-year increase from $4.3 million in 2013.

Full Year Key Business Metrics Highlights

  • Active Diners were 5.03 million, a 47% increase from 3.42 million Active Diners in 2013.
  • Daily Average Grubs were 182,800, a 35% year-over-year increase from 135,500 Daily Average Grubs in 2013.
  • Gross Food Sales were $1.8 billion, a 39% year-over-year increase from $1.3 billion processed in 2013.

First Quarter and Full Year 2015 Guidance*

Based on information available as of February 5, 2015, the company is providing the following financial guidance for the first quarter and full year of 2015:

First Quarter 2015

Full Year 2015

(in millions)

Expected revenue range

$83 – $85

$335 – $350

Expected Adjusted EBITDA range

$24 – $26

$100 – $108

* Includes the impact of the DiningIn acquisition from date of completion, February 4th, 2015.  Excludes the acquisition of Restaurants on the Run, as the parties have executed a definitive agreement but have not closed the transaction.

Fourth Quarter 2014 Financial Results Conference Call: GrubHub will webcast a conference call today at 9 a.m. CT to discuss the fourth quarter 2014 financial results. The webcast can be accessed on the GrubHub Investor Relations website at http://investors.grubhub.com, along with the company’s earnings press release and financial tables. A replay of the webcast will be available at the same website until February 19, 2015.

About GrubHub

GrubHub Inc. (NYSE: GRUB) is the nation’s leading online and mobile food ordering company dedicated to connecting hungry diners with local takeout restaurants. The company’s online and mobile ordering platforms allow diners to order directly from approximately 30,000 takeout restaurants in more than 800 U.S. cities and London. Every order is supported by the company’s 24/7 customer service teams.

About DiningIn

DiningIn, one of the country’s largest restaurant delivery services, makes it easy for diners to enjoy food from their favorite restaurants. Founded in Boston in 1988, DiningIn services Boston, Chicago, Dallas, Minneapolis and Philadelphia. Providing delivery options for individual diners, group orders and corporate catering, DiningIn delivers the food diners crave. DiningIn partners with a wide range of restaurants – from local neighborhood favorites to national brands – to simplify food delivery and provide uncompromising quality.

About Restaurants on the Run

Founded in 1993, Restaurants on the Run is the West Coast’s largest restaurant food delivery service specializing in corporate catering and restaurant delivery. Restaurants on the Run delivers on time meals and a consistent customer experience for more than 1,700 restaurant locations across Los Angeles, San Francisco, Orange County, San Diego, Houston, Seattle, Las Vegas and Tulsa. Using smart delivery logistics, Restaurants on the Run is focused on perfecting the ordering and delivery experience.

Use of Forward Looking Statements:

This press release contains forward-looking statements regarding our management’s future expectations, beliefs, intentions, goals, strategies, plans and prospects, including the expected completion of the acquisition of Restaurants on the Run, the expected benefits to GrubHub from the acquisition of DiningIn and the potential acquisition of Restaurants on the Run, and the expected financial performance of GrubHub following such acquisitions. Such statements constitute “forward-looking” statements, which are subject to the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks, uncertainties and assumptions that could cause actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements. Such risks and uncertainties include, but are not limited to, the matters set forth in the filings that we make with the Securities and Exchange Commission from time to time, including those set forth in the section entitled “Risk Factors” in our Prospectus filed on September 5, 2014 and our most recent Quarterly Report on Form 10-Q for the quarter ended September 30, 2014, which are on file with the SEC and are available on the Investor Relations section of our website at http://investors.grubhub.com/. Additional information will be set forth in our Annual Report on Form 10-K that will be filed for the year ended December 31, 2014, which should be read in conjunction with these financial results. Please also note that forward-looking statements represent our management’s beliefs and assumptions only as of the date of this press release. Except as required by law, we assume no obligation to publicly update these forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information, becomes available in the future.

Use of Non-GAAP Financial Measures

Adjusted EBITDA is a financial measure that is not calculated in accordance with accounting principles generally accepted in the United States, or GAAP.

We define Adjusted EBITDA as net income adjusted to exclude merger and restructuring costs, income taxes, depreciation and amortization and stock-based compensation expense. We use Adjusted EBITDA as a key performance measure because we believe it facilitates 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 our fixed assets and the impact of stock-based compensation expense. Adjusted EBITDA is not a measurement of our financial performance under GAAP and should not be considered as an alternative to performance measures derived in accordance with GAAP.

See “Schedule of Non-GAAP Adjusted EBITDA Reconciliation – Pro Forma” below for a reconciliation of net income to Adjusted EBITDA.

Contacts:

   Anan Kashyap

Abby Hunt

   Corporate Finance & Investor Relations

Press

   ir@grubhub.com

press@grubhub.com

NON-GAAP PRO FORMA FINANCIAL INFORMATION

On August 8, 2013, GrubHub Inc. acquired all of the equity interests of each of Seamless North America, LLC, Seamless Holdings and GrubHub Holdings (the “Merger”). The following Unaudited Pro Forma Condensed Statement of Operations was derived from the unaudited historical statement of operations of Seamless Holdings (Acquirer) for the quarter and year ended December 31, 2013 and the unaudited historical statement of operations of GrubHub Holdings (Acquiree) for the quarter and year ended December 31, 2013, adjusted for income taxes at the Company’s historical effective tax rate.

Three Months Ended December 31,

Year Ended December 31,

ProForma Combined

ProForma Combined

2014

2013

2014

2013

(in thousands)

Revenues

$

73,313

$

49,024

$

253,873

$

170,086

Costs and expenses:

Sales and marketing

19,033

12,354

66,201

48,295

Operations and support

17,766

12,895

62,509

45,639

Technology (exclusive of amortization)

7,212

5,554

25,185

19,151

General and administrative

7,220

7,311

32,307

32,402

Depreciation and amortization

5,809

5,976

22,687

15,006

Total costs and expenses

57,040

44,090

208,889

160,493

Income before provision for income taxes

16,273

4,934

44,984

9,593

Provision for income taxes

5,508

2,698

20,721

5,246

Net income

$

10,765

$

2,236

$

24,263

$

4,347

Net income per share attributable to common stockholders:

Basic

$

0.13

$

0.04

$

0.33

$

0.06

Diluted

$

0.13

$

0.03

$

0.30

$

0.06

Weighted average shares used to compute net income per share attributable to common stockholders:

Basic

81,605

54,915

73,571

54,774

Diluted

84,311

76,751

81,698

75,634

KEY PRO FORMA OPERATING METRICS

Three Months Ended

 December 31,

Year Ended

December 31,

2014

2013

2014

2013

Pro Forma

Active Diners (000s)

5,029

3,421

5,029

3,421

Daily Average Grubs

202,700

152,900

182,800

135,500

Gross Food Sales (millions)

$

508.0

$

370.0

$

1,787.4

$

1,285.9

GRUBHUB INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

December 31, 2014

December 31, 2013

ASSETS

CURRENT ASSETS:

Cash and cash equivalents

$

201,796

$

86,542

Short term investments

111,341

Accounts receivable, less allowances for doubtful accounts

36,127

29,304

Deferred taxes, current

564

3,688

Prepaid expenses

2,940

2,625

Total current assets

352,768

122,159

PROPERTY AND EQUIPMENT:

Property and equipment, net of depreciation and amortization

16,003

17,096

OTHER ASSETS:

Other assets

3,543

2,328

Goodwill

352,788

352,788

Acquired intangible assets, net of amortization

254,339

268,441

Total other assets

610,670

623,557

TOTAL ASSETS

$

979,441

$

762,812

LIABILITIES, REDEEMABLE COMMON STOCK AND

   STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES:

Restaurant food liability

$

91,575

$

78,245

Accounts payable

3,371

3,353

Accrued payroll

5,958

1,720

Taxes payable

1,660

1,768

Restructuring accrual

748

176

Other accruals

7,693

7,329

Total current liabilities

111,005

92,591

LONG TERM LIABILITIES:

Deferred taxes, non-current

91,983

90,495

Other accruals

5,931

3,936

Total long term liabilities

97,914

94,431

Commitments and Contingencies

Redeemable common stock, $0.0001 par value, no shares and 1,344,236 shares outstanding as of December 31, 2014 and December 31, 2013, respectively

18,415

STOCKHOLDERS’ EQUITY:

Series A Convertible Preferred Stock, $0.0001 par value

2

Common stock, $0.0001 par value

8

5

Accumulated other comprehensive income (loss)

(262)

132

Additional paid-in capital

689,953

500,356

Retained earnings

80,823

56,880

Total Stockholders’ Equity

$

770,522

$

557,375

TOTAL LIABILITIES, REDEEMABLE COMMON STOCK AND STOCKHOLDERS’ EQUITY

$

979,441

$

762,812

GRUBHUB INC.

STATEMENTS OF OPERATIONS

(in thousands, except per share data)

Three Months Ended

December 31,

Year Ended

December 31,

2014

2013

2014

2013

Revenues

$

73,313

$

49,024

$

253,873

$

137,143

Costs and expenses:

Sales and marketing

19,033

12,354

66,201

37,347

Operations and support

17,766

12,895

62,509

34,173

Technology (exclusive of amortization)

7,212

5,554

25,185

15,357

General and administrative

7,220

7,311

32,307

21,907

Depreciation and amortization

5,809

5,976

22,687

13,470

Total costs and expenses

57,040

44,090

208,889

122,254

Income before provision for income taxes

16,273

4,934

44,984

14,889

Provision for income taxes

5,508

3,320

20,721

8,142

Net income

$

10,765

$

1,614

$

24,263

$

6,747

Net income per share attributable to common stockholders:

Basic

$

0.13

$

0.03

$

0.33

$

0.14

Diluted

$

0.13

$

0.02

$

0.30

$

0.12

Weighted average shares used to compute net income per share attributable to common stockholders:

Basic

81,605

54,915

73,571

40,681

Diluted

84,311

76,751

81,698

56,645

GRUBHUB INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

Year Ended December 31,

2014

2013

CASH FLOWS FROM OPERATING ACTIVITIES

Net income

$

24,263

$

6,747

Adjustments to reconcile net income to net cash from operating

   activities:

Depreciation

5,032

3,992

Provision for doubtful accounts

426

473

Loss on disposal of fixed assets

11

Deferred taxes

4,612

1,706

Intangible asset amortization

17,655

9,477

Tenant allowance amortization

(159)

(159)

Stock-based compensation

9,393

4,933

Deferred rent

(17)

(135)

Investment premium amortization

315

Change in assets and liabilities, net of the effects of business

   acquisitions:

Accounts receivable

(7,394)

(8,298)

Prepaid expenses and other assets

(1,669)

(2,388)

Restaurant food liability

13,414

26,549

Accounts payable

(259)

2,065

Accrued payroll

4,243

(1,707)

Other accruals

3,038

(2,192)

Due to related party

(244)

Net cash provided by operating activities

72,904

40,819

CASH FLOWS FROM INVESTING ACTIVITIES

Purchases of investments

(113,156)

Proceeds from maturity of investments

1,500

Capitalized website and development costs

(3,431)

(2,592)

Purchases of property and equipment

(3,653)

(4,429)

Cash acquired in merger of GrubHub Holdings Inc.

13,266

Net cash provided by (used in) investing activities

(118,740)

6,245

CASH FLOWS FROM FINANCING ACTIVITIES

Net proceeds from the issuance of common stock

142,541

Repurchases of common stock

(116)

(1,367)

Proceeds from exercise of stock options

8,322

1,418

Excess tax benefit related to stock-based compensation

12,975

Taxes paid related to net settlements of stock-based compensation awards

(2,070)

Preferred stock tax distributions

(320)

(1,893)

Net cash provided by (used in) financing activities

161,332

(1,842)

Net change in cash and cash equivalents

115,496

45,222

Effect of exchange rates on cash

(242)

159

Cash and cash equivalents at beginning of year

86,542

41,161

Cash and cash equivalents at end of the period

$

201,796

$

86,542

SUPPLEMENTAL DISCLOSURE OF NON CASH ITEMS

Fair value of common and preferred stock issued in acquisition of GrubHub Holdings Inc.

$

$

421,485

Cash paid for income taxes

1,326

7,706

NON-GAAP ADJUSTED EBITDA RECONCILATION – PRO FORMA

Three Months Ended

December 31,

Year Ended

December 31,

2014

2013

Pro Forma

2014

2013

Pro Forma

(in thousands)

Net income

$

10,765

$

2,236

$

24,263

$

4,347

Income taxes

5,508

2,698

20,721

5,246

Depreciation and amortization

5,809

5,976

22,687

15,006

EBITDA

22,082

10,910

67,671

24,599

Merger, acquisition and restructuring costs

477

175

1,639

9,306

Stock-based compensation

2,412

1,909

9,393

5,824

Adjusted EBITDA

$

24,971

$

12,994

$

78,703

$

39,729