Company Archives - Page 8 of 24

Grubhub Statement on Derek Chauvin Verdict

No court decision can bring George Floyd back to his friends and family. But with this verdict we find a sense of accountability and take a small step toward the systemic change needed. Much more work must be done, and we remain committed to standing up and supporting actions that bring enduring change.

Grubhub To Announce First Quarter Financial Results On April 28, 2021

CHICAGO, April 14, 2021 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), a leading online and mobile food-ordering and delivery marketplace, today announced it will release its first quarter financial results on Wednesday, April 28, 2021, after the market close. Due to the pending acquisition by Just Eat Takeaway.com, Grubhub does not plan to host a conference call to discuss its first quarter results.

About Grubhub
Grubhub (NYSE: GRUB) is a leading online and mobile food-ordering and delivery marketplace with the largest and most comprehensive network of restaurant partners, as well as over 31 million active diners. Dedicated to connecting diners with the food they love from their favorite local restaurants, Grubhub elevates food ordering through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. Grubhub features over 300,000 restaurants and is proud to partner with over 265,000 of these restaurants in over 4,000 U.S. cities. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, AllMenus and MenuPages.

GrubHub Logo

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Grubhub Reports Fourth Quarter And Full Year 2020 Results

Grubhub generates 48% revenue growth in the fourth quarter

CHICAGO, Feb. 3, 2021 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), a leading online and mobile food-ordering and delivery marketplace, today announced financial results for the fourth quarter and full year ended December 31, 2020 and also posted a letter to shareholders on its investor relations website. For the fourth quarter, the Company reported revenues of $504 million, which is a 48% year-over-year increase from $341 million in the same period last year. Gross Food Sales grew 52% year-over-year to $2.4 billion, up from $1.6 billion in the fourth quarter of 2019.

“We remain steadfast in our support of our restaurant partners as the ongoing pandemic continues to weigh on their businesses and their local communities. From increased marketing spend and reduced commissions, to winterization grants and free digital ordering tools, we continue to be fully committed to assisting our restaurant partners,” said Matt Maloney, Grubhub founder and CEO. “Looking ahead, we’ve been working closely with the Just Eat Takeaway.com team on integration planning and continue to expect the transaction to close in the first half of 2021.”

Fourth Quarter and Full Year 2020 Highlights
The following results reflect the financial performance and key operating metrics of our business for the three and twelve months ended December 31, 2020, as compared to the same period in 2019.

Fourth Quarter Financial Highlights

Revenues: $503.7 million, a 48% year-over-year increase from $341.3 million in the fourth quarter of 2019.
Net (Loss): $(67.8) million, or $(0.73) per diluted share, a decrease from $(27.7) million, or $(0.30) per diluted share, in the fourth quarter of 2019.
Non-GAAP Adjusted EBITDA: $31.2 million, a 17% year-over-year increase from $26.7 million in the fourth quarter of 2019.
Non-GAAP Net (Loss): $(37.9) million, or $(0.41) per diluted share, a decrease from $(4.2) million, or $(0.05) per diluted share, in the fourth quarter of 2019.

Fourth Quarter Key Business Metrics Highlights¹

Active Diners: 31.4 million, a 39% year-over-year increase from 22.6 million Active Diners in the fourth quarter of 2019.
Daily Average Grubs (DAGs): 658,100 a 31% year-over-year increase from 502,600 DAGs in the fourth quarter of 2019.
Gross Food Sales: $2.4 billion, a 52% year-over-year increase from $1.6 billion in the fourth quarter of 2019.

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¹ Key Business Metrics are defined on pages 28 – 29 of our Annual Report on Form 10-K filed on February 28, 2020.

Full Year Financial Highlights

Revenues: $1.8 billion, a 39% year-over-year increase from $1.3 billion in 2019.
Net (Loss): $(155.9) million, or $(1.69) per diluted share, a decrease from $(18.6) million, or $(0.20) per diluted share, in 2019.
Non-GAAP Adjusted EBITDA: $109.3 million, a 41% year-over-year decrease from $186.2 million in 2019.
Non-GAAP Net Income (Loss): $(38.7) million, or $(0.42) per diluted share, a decrease from $73.2 million, or $0.79 per diluted share, in 2019.

Full Year Key Business Metrics Highlights²

Active Diners: 31.4 million, a 39% year-over-year increase from 22.6 million Active Diners in 2019.
Daily Average Grubs (DAGs): 622,700, a 26% year-over-year increase from 492,300 DAGs in 2019.
Gross Food Sales: $8.7 billion, a 47% year-over-year increase from $5.9 billion in 2019.

“2020 was a transformative year for our marketplace. Strong new diner and restaurant additions across all of our markets coupled with increased order frequency from existing diners culminated in record gross food sales during the fourth quarter,” said Adam DeWitt, Grubhub President and CFO. “Absent the ongoing support spend we are providing to our restaurant partners, drivers, and diners, the business could easily support long-term economics of more than $1.50 of Adjusted EBITDA per order.”

Guidance
Given Grubhub’s pending acquisition by Just Eat Takeaway.com, it is no longer issuing forward-looking guidance.

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² Key Business Metrics are defined on pages 28 – 29 of our Annual Report on Form 10-K filed on February 28, 2020.

Use of Forward-Looking Statements
This communication contains “forward-looking statements” regarding Grubhub, Just Eat Takeaway.com or their respective management’s future expectations, beliefs, intentions, goals, strategies, plans and prospects, which, in the case of Grubhub, are made in reliance on the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements involve substantial risks, known and unknown, uncertainties, assumptions and other factors that may cause actual results, performance or achievements to differ materially from future results expressed or implied by such forward-looking statements including, but not limited to, the occurrence of any event, change or other circumstances that could give rise to the right of one or both of Grubhub or Just Eat Takeaway.com to terminate the merger agreement; the ability to obtain approval by Grubhub stockholders on the expected schedule or at all; difficulties and delays in integrating Grubhub’s and Just Eat Takeaway.com’s businesses; risks that the proposed merger disrupts Grubhub’s or Just Eat Takeaway.com’s current plans and operations; failing to fully realize anticipated synergies, cost savings and other anticipated benefits of the proposed merger when expected or at all; potential adverse reactions or changes to business relationships resulting from the announcement or completion of the proposed merger; the risk that unexpected costs will be incurred; the ability of Grubhub or Just Eat Takeaway.com to retain and hire key personnel; the diversion of management’s attention from ongoing business operations; uncertainty as to the value of the Just Eat Takeaway.com ordinary shares to be issued in connection with the proposed merger; uncertainty as to the long-term value of the common stock of the combined company following the proposed merger; the continued availability of capital and financing following the proposed merger; the outcome of any legal proceedings that may be instituted against Grubhub, Just Eat Takeaway.com or their respective directors and officers; changes in global, political, economic, business, competitive, market and regulatory forces; changes in tax laws, regulations, rates and policies; future business acquisitions or disposals; competitive developments; and the timing and occurrence (or non-occurrence) of other events or circumstances that may be beyond Grubhub’s and Just Eat Takeaway.com’s control. These and other risks, uncertainties, assumptions and other factors may be amplified or made more uncertain by the COVID-19 pandemic, which has caused significant economic uncertainty. The extent to which the COVID-19 pandemic impacts Grubhub’s and Just Eat Takeaway.com’s businesses, operations and financial results, including the duration and magnitude of such effects, will depend on numerous factors, which are unpredictable, including, but not limited to, the duration and spread of the outbreak, its severity, the actions taken to contain the virus or treat its impact, and how quickly and to what extent normal economic and operating conditions can resume. Forward-looking statements generally relate to future events or Grubhub and Just Eat Takeaway.com’s future financial or operating performance and include, without limitation, statements relating to the proposed merger and the potential impact of the COVID-19 outbreak on Grubhub and Just Eat Takeaway.com’s business and operations. In some cases, you can identify forward-looking statements because they contain words such as “anticipates,” “believes,” “contemplates,” “could,” “seeks,” “estimates,” “intends,” “may,” “plans,” “potential,” “predicts,” “projects,” “should,” “will,” “would” or similar expressions and the negatives of those terms.

For additional information concerning factors that could cause future results to differ from those expressed or implied in the forward-looking statements, please refer to Just Eat Takeaway.com’s non-exhaustive list of key risks and cautionary statements included in Just Eat Takeaway.com’s Annual Report, which is available electronically on Just Eat Takeaway.com’s investor website at www.justeattakeaway.com. Except as required by law, Grubhub and Just Eat Takeaway.com assume no obligation to update these forward-looking statements or this communication, or to update, supplement or correct the information set forth in this communication or the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future. All subsequent written and oral forward-looking statements attributable to Grubhub, Just Eat Takeaway.com or any person acting on behalf of either party are expressly qualified in their entirety by the cautionary statements referenced above.

Additional Information and Where to Find It
In connection with the proposed merger, Just Eat Takeaway.com will file with the SEC a registration statement on Form F-4 to register the shares to be issued in connection with the proposed merger. The registration statement will include a preliminary proxy statement of Grubhub/prospectus of Just Eat Takeaway.com which, when finalized, will be sent to the stockholders of Grubhub seeking their approval of the respective merger-related proposals. Also in connection with the proposed merger, Just Eat Takeaway.com will file with the Netherlands Authority for the Financial Markets (“AFM”) and/or the UK Financial Conduct Authority (“FCA”) a prospectus for the listing and admission to trading on Euronext Amsterdam and/or the admission to listing on the FCA’s Official List and to trading on the London Stock Exchange’s Main Market for listed securities of the shares to be issued in connection with the proposed merger (the “Prospectus”). INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM F-4 AND THE RELATED PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM F-4, THE PROSPECTUS, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC, THE AFM AND/OR THE FCA IN CONNECTION WITH THE PROPOSED MERGER, WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT GRUBHUB, JUST EAT TAKEAWAY.COM AND THE PROPOSED MERGER.

Investors and security holders may obtain copies of these documents and any other documents filed with or furnished to the SEC by Grubhub or Just Eat Takeaway.com free of charge through the website maintained by the SEC at www.sec.gov, from Grubhub at its website, investors.grubhub.com, or from Just Eat Takeaway.com at its website www.justeattakeaway.com. The Prospectus, as well as any supplement thereto, will be made available on the website of Just Eat Takeaway.com at its website www.justeattakeaway.com.

These documents are available free of charge from the sources indicated above, and from Grubhub by going to its investor relations page on its corporate website at investors.grubhub.com. Information about Just Eat Takeaway.com’s directors and executive officers and a description of their interests are set forth in Just Eat Takeaway.com’s 2019 Annual Report, which may be obtained free of charge from Just Eat Takeaway.com’s website, www.justeattakeaway.com. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed merger when they become available. Investors should read the proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from Grubhub or Just Eat Takeaway.com using the sources indicated above.

No Offer or Solicitation
This communication 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. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended and applicable United Kingdom, Dutch and other European regulations.

Use of Non-GAAP Financial Measures
Adjusted EBITDA, non-GAAP net income (loss) and non-GAAP net income (loss) per diluted share attributable to common stockholders are financial measures that are not calculated in accordance with accounting principles generally accepted in the United States, or GAAP.

We define Adjusted EBITDA as net income (loss) adjusted to exclude merger, acquisition, restructuring and certain legal costs, income taxes, net interest expense, depreciation and amortization and stock-based compensation expense. Non-GAAP net income (loss) and non-GAAP net income (loss) per diluted share attributable to common stockholders exclude merger, acquisition, restructuring and certain legal costs, amortization of acquired intangible assets, stock-based compensation expense and other nonrecurring items as well as the income tax effects of these non-GAAP adjustments. We use these non-GAAP financial measures as key performance measures because we believe 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, restructuring and certain legal costs, the impact of depreciation and amortization expense on our fixed assets and the impact of stock-based compensation expense. Adjusted EBITDA, non-GAAP net income (loss) and non-GAAP net income (loss) per diluted share attributable to common stockholders are not measurements of our financial performance under GAAP and should not be considered as an alternative to performance measures derived in accordance with GAAP.

See “Non-GAAP Financial Measures Reconciliation” below for a reconciliation of net income (loss) to Adjusted EBITDA, non-GAAP net income (loss) and non-GAAP net income (loss) per diluted share attributable to common stockholders.

GRUBHUB INC.
STATEMENTS OF OPERATIONS
(in thousands, except per share data)

	Three Months Ended December 31,				Year Ended December 31,
	2020		2019		2020		2019
Revenues	$	503,739	$	341,270	$	1,819,982	$	1,312,151
Costs and expenses:
Operations and support		319,242		190,328		1,169,126		675,471
Sales and marketing		119,940		86,100		402,503		310,299
Technology (exclusive of amortization)		30,652		29,164		122,949		115,297
General and administrative		33,883		28,018		132,553		101,918
Depreciation and amortization		37,345		32,488		141,821		115,449
Total costs and expenses		541,062		366,098		1,968,952		1,318,434
Loss from operations		(37,323)		(24,828)		(148,970)		(6,283)
Interest expense, net		7,813		6,189		27,988		20,493
Loss before provision for income taxes		(45,136)		(31,017)		(176,958)		(26,776)
Income tax (benefit) expense		22,649		(3,299)		(21,097)		(8,210)
Net loss attributable to common stockholders	$	(67,785)	$	(27,718)	$	(155,861)	$	(18,566)
Net loss per share attributable to common stockholders
Basic	$	(0.73)	$	(0.30)	$	(1.69)	$	(0.20)
Diluted	$	(0.73)	$	(0.30)	$	(1.69)	$	(0.20)
Weighted-average shares used to compute net loss per share attributable to common stockholders:
Basic		92,909		91,509		92,328		91,247
Diluted		92,909		91,509		92,328		91,247

KEY BUSINESS METRICS

	Three Months Ended December 31,				Year Ended December 31,
	2020		2019		2020		2019
Active Diners (000s)		31,417		22,621		31,417		22,621
Daily Average Grubs		658,100		502,600		622,700		492,300
Gross Food Sales (millions)	$	2,361	$	1,552	$	8,669	$	5,914

GRUBHUB INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)

	December 31, 2020		December 31, 2019
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	360,232	$	375,909
Short-term investments		53,126		49,275
Accounts receivable, less allowances for doubtful accounts		111,802		119,658
Income tax receivable		22,472		3,960
Prepaid expenses and other current assets		24,765		17,515
Total current assets		572,397		566,317
PROPERTY AND EQUIPMENT:
Property and equipment, net of depreciation and amortization		216,146		172,744
OTHER ASSETS:
Other assets		49,201		26,836
Deferred tax assets, non-current		142		—
Operating lease right-of-use asset		88,227		100,632
Goodwill		1,007,968		1,007,968
Acquired intangible assets, net of amortization		454,838		500,481
Total other assets		1,600,376		1,635,917
TOTAL ASSETS	$	2,388,919	$	2,374,978
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Restaurant food liability	$	141,802	$	131,753
Accounts payable		19,859		26,748
Accrued payroll		27,346		19,982
Current operating lease liability		17,897		9,376
Other accruals		149,278		61,504
Total current liabilities		356,182		249,363
LONG-TERM LIABILITIES:
Deferred taxes, non-current		17,777		27,163
Noncurrent operating lease liability		103,416		111,056
Long-term debt		494,103		493,009
Other accruals		644		817
Total long-term liabilities		615,940		632,045
STOCKHOLDERS’ EQUITY:
Common stock, $0.0001 par value		9		9
Accumulated other comprehensive loss		(1,275)		(1,628)
Additional paid-in capital		1,243,135		1,164,400
Retained earnings		174,928		330,789
Total Stockholders’ Equity	$	1,416,797	$	1,493,570
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	2,388,919	$	2,374,978

GRUBHUB INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

	Year Ended December 31,
	2020		2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(155,861)	$	(18,566)
Adjustments to reconcile net income (loss) to net cash from operating activities:
Depreciation		42,446		30,237
Amortization of intangible assets and developed software		99,375		85,212
Stock-based compensation		84,485		72,879
Deferred taxes		(9,528)		(7,726)
Other		8,529		8,531
Changes in assets and liabilities
Accounts receivable		6,924		(11,591)
Income taxes receivable		(18,512)		5,989
Prepaid expenses and other assets		(22,569)		(13,854)
Restaurant food liability		10,106		4,380
Accounts payable		(2,014)		1,978
Accrued payroll		7,362		1,804
Other accruals		84,251		23,349
Net cash provided by operating activities		134,994		182,622
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investments		(112,313)		(85,989)
Proceeds from maturity of investments		108,779		51,366
Capitalized website and development costs		(57,179)		(48,524)
Purchases of property and equipment		(62,999)		(55,167)
Acquisition of other intangible assets		(510)		(9,980)
Acquisitions of businesses, net of cash acquired		—		127
Other cash flows from investing activities		(525)		(250)
Net cash used in investing activities		(124,747)		(148,417)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt		175,000		500,000
Repayments of borrowings under the credit facility		(175,000)		(342,313)
Taxes paid related to net settlement of stock-based compensation awards		(34,621)		(23,753)
Proceeds from exercise of stock options		9,588		4,469
Payments for debt issuance costs		(89)		(9,136)
Other cash flows from financing activities		(2,149)		—
Net cash provided by (used in) financing activities		(27,271)		129,267
Net change in cash, cash equivalents, and restricted cash		(17,024)		163,472
Effect of exchange rates on cash, cash equivalents and restricted cash		326		320
Cash, cash equivalents, and restricted cash at beginning of year		379,595		215,802
Cash, cash equivalents, and restricted cash at end of the period	$	362,897	$	379,594
SUPPLEMENTAL DISCLOSURE OF NON-CASH ITEMS
Cash paid for income taxes	$	216	$	1,163

GRUBHUB INC.
NON-GAAP FINANCIAL MEASURES RECONCILIATION
(in thousands, except per share and per order data)

	Three Months Ended December 31,				Year Ended December 31,
	2020		2019		2020		2019
Net loss	$	(67,785)	$	(27,718)	$	(155,861)	$	(18,566)
Income taxes		22,649		(3,299)		(21,097)		(8,210)
Interest expense, net		7,813		6,189		27,988		20,493
Depreciation and amortization		37,345		32,488		141,821		115,449
EBITDA		22		7,660		(7,149)		109,166
Merger, acquisition, restructuring and certain legal costs		8,765		966		31,975		4,105
Stock-based compensation		22,425		18,073		84,485		72,879
Adjusted EBITDA	$	31,212	$	26,699	$	109,311	$	186,150

Net loss per order	$	(1.12)	$	(0.60)	$	(0.68)	$	(0.10)
Adjusted EBITDA per order	$	0.52	$	0.58	$	0.48	$	1.04


	Three Months Ended December 31,				Year Ended December 31,
	2020		2019		2020		2019
Net loss	$	(67,785)	$	(27,718)	$	(155,861)	$	(18,566)
Stock-based compensation		22,425		18,073		84,485		72,879
Amortization of acquired intangible assets		10,203		13,367		45,643		50,712
Merger, acquisition, restructuring and certain legal costs		8,765		966		31,975		4,105
Income tax adjustments		(11,466)		(8,916)		(44,903)		(35,883)
Non-GAAP income (loss)	$	(37,858)	$	(4,228)	$	(38,661)	$	73,247
Weighted-average diluted shares used to compute Non-GAAP income (loss) per share attributable to common stockholders		92,909		91,509		92,328		92,759
Non-GAAP income (loss) per diluted share attributable to common stockholders	$	(0.41)	$	(0.05)	$	(0.42)	$	0.79

Grubhub’s Newly-designed App Gives Diners an Updated Experience for Ordering In

Grubhub has grown and evolved over the years to what our diners know us for today: more than 300,000 restaurants for diners to order from in over 4,000 cities; our Grubhub+ membership program with exclusive rewards for our most loyal diners; a product experience specific to those dining on campus; the ability to order large orders and pickup in a few simple taps; the Perks program featuring hundreds of dollars in deals; and so much more. We recently launched the newest version of the Grubhub and Seamless apps (available on both the App Store and Google Play Store) to make it easy – and inspiring – for our diners to find what they want to eat next.

“Our business has changed, our diner’s needs have changed, and importantly, we’ve updated our app experience to reflect that,” said Sam Hall, chief product officer at Grubhub. “Beyond building added support for the hundreds of thousands of restaurants now on our platform, the new app also better aligns with changes we’re seeing in diner behavior and integrates our core focus on building diner loyalty. Whether it’s our Grubhub+ membership program or the recently-added Perks tab where diners can find hundreds of dollars in exclusive deals, we wanted to ensure these features were easily accessible in our new app.”

Ultimately, we wanted to make ordering pickup and delivery easier and more convenient on Grubhub, leading to new diners, increased loyalty and more orders for our restaurant partners around the country.

Deciding what to order can feel like an eternity, especially when diners are hungry, so we made some changes to make it even easier.

HERE’S WHAT YOU’LL FIND IN THE NEWLY-DESIGNED APP:

A New Home
Diners value simplicity and an easy way to order, and we created a one-stop-shop for key decisions when ordering in. This includes a quick toggle between pickup and delivery, search for restaurants in our Grubhub+ membership program, order ahead with the preorder function for those busy days, and more.

Making Pickup a Breeze
Let’s be honest–we know that getting food from point A to point B as quickly as possible is of utmost importance when ordering pickup. Now, when toggling to pickup, diners will be dropped into a map showing nearby restaurants with the ability to filter by participating Grubhub+ restaurants and those offering curbside pickup. And if a list view is preferred, diners can simply choose “show list” to scroll through nearby restaurants.

Making it Easier to Save
Between the Perks tab, a single place for diners to find local deals nearby, and Grubhub+, our monthly membership program providing diners with benefits such as unlimited free delivery, we’ve made it hard for diners to resist finding a good deal. Now we’ve integrated those features even further into the mobile experience, highlighting Perks and eligible Grubhub+ restaurants right on the restaurant cards as diners scroll through nearby spots.

Easy Order Review
With a new Order tab accessible at the bottom of the Grubhub app, diners can easily scan through their past, current, and scheduled orders – all in one place. For those creatures of habit, the tap of the “reorder” button allows diners to add ongoing favorites into their cart for a seamless checkout in the least amount of time.

Real-Time Order Status
Diners can now keep an eye on the status of their order from the moment an order is placed. Whether an order is in the middle of being prepared or on its way, all real-time updates can be found on the Home tab.

Updated Search Functionality
We made it effortless to search and browse at the same time. Diners can now filter by top cuisines in the area, discover new foods, or browse by restaurants that may catch the eye. Finding something new has never been easier!

“In working through the redesign, it was critical for us to work hand-in-hand with our product and engineering partners to deliver a holistic experience for our diners,” added Jacob Styburski, vice president of design and user experience at Grubhub. “We also made sure to listen to our diners throughout the design process, incorporating their feedback on everything from the look and feel to the functionality of the new app. It was important to build something we knew they’d love, and this is just the beginning!”

This is just the beginning for what we’re building as part of the Grubhub and Seamless app experiences. We continuously listen to and learn from our diners and add features that make it even easier and more enjoyable to order from their favorite restaurants. Our diners can expect more to come in the future!

Working Toward a More Diverse and Inclusive Workplace with Path Forward

Since our founding in 2004, we’ve encouraged authenticity, celebrated our differences and believed that diversity strengthens our success. More than 30 million people and hundreds of thousands of restaurant owners, from all different backgrounds, rely on Grubhub. We know that we must bring people with different backgrounds, experiences, perspectives and skills around the table to better understand and support the communities we serve.

Over the last year, we’ve looked critically at our company makeup, initiatives, processes and partnerships to identify areas for improvement. We view Diversity, Equity and Inclusion as an ongoing effort with no “end date,” but we’re proud of the progress we’ve made thus far, including removing language with bias from our job postings, diversifying hiring and interview panels, creating our Voices Council and GrubConnect groups, and — most recently — partnering with Path Forward to offer a returnship program to individuals who are looking to return to the workforce in technical roles after taking time spent as a caregiver.

“We are committed to fostering an inclusive workplace, and Path Forward provides Grubhub with a valuable avenue to source from a wider and more diverse population of talented professionals who have historically faced barriers to returning to the workforce,” said Kelley Berlin, Grubhub’s chief people officer. “It can be challenging for caregivers to find equitable employment opportunities after taking time caring for their family, and returnships are one way to provide an encouraging developmental path.”

Grubhub’s Reconnect Returnship Program is a 16-week paid returnship for experienced professionals returning to the workforce after spending time caring for their families. The program is open to individuals who have at least five years of professional experience and have been out of the paid workforce for at least two years to focus on caring for a child or other dependent.

“Employers need employees who reflect the diversity of our country and the diversity of their customers,” said Tami Forman, Path Forward’s executive director. “Food delivery is often a lifesaver for those who are caring for their families, and this program provides a pathway for caregivers who very well may have relied on Grubhub’s services in the past to now restart their careers at the company. We are thrilled to partner with Grubhub to launch this program so they can attract people who bring diversity of gender, age, and lived experience to the table.”

Know someone who’s a good fit for the program? Encourage them to apply!

Grubhub To Announce Fourth Quarter And Full Year 2020 Financial Results On Feb. 3, 2021

CHICAGO, Jan. 20, 2021 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), a leading online and mobile food-ordering and delivery marketplace, today announced it will release its fourth quarter and full year 2020 financial results on Wednesday, Feb. 3, 2021, after the market close. Due to the pending acquisition by Just Eat Takeaway.com, Grubhub does not plan to host a conference call to discuss its fourth quarter results.

About Grubhub
Grubhub (NYSE: GRUB) is a leading online and mobile food-ordering and delivery marketplace with the largest and most comprehensive network of restaurant partners, as well as nearly 30 million active diners. Dedicated to connecting diners with the food they love from their favorite local restaurants, Grubhub elevates food ordering through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. Grubhub features over 300,000 restaurants and is proud to partner with approximately 245,000 of these restaurants in over 4,000 U.S. cities. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, AllMenus and MenuPages.

GrubHub Logo

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Grubhub Taps Global Food and Sustainability Executive Devry Boughner Vorwerk as Chief Corporate Affairs Officer

CHICAGO, Jan. 14, 2021 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), a leading online and mobile food-ordering and delivery marketplace, today announced that Devry Boughner Vorwerk will be joining the company as chief corporate affairs officer, effective Jan. 19. Vorwerk will oversee brand, communications, government relations, public policy and sustainability for the company.

In the newly created role, she is responsible for developing a cohesive brand voice and fostering relationships across the industry to help drive growth and promote Grubhub’s continued commitment to supporting restaurants, drivers and diners. Vorwerk will lead the company’s communications and brand activities to further differentiate Grubhub and demonstrate its impact in communities across the country. She will also advance the business’ focus on sustainability and food security to strengthen Grubhub’s network and build on the company’s successful Donate the Change and Grubhub Community Relief Fund efforts.

Most recently, Vorwerk served as chief executive officer of DevryBV Sustainable Strategies and previously as chief communications officer and head of global corporate affairs for Cargill, where she was the youngest female corporate officer appointed in the company’s 150-year history. While at Cargill, Vorwerk worked with the company’s diverse businesses worldwide to secure their access to markets, support local business development, and ensure license to operate by addressing social and environmental issues.

“We are so pleased to have Devry join Grubhub, especially during this consequential time for our industry and the restaurants that are the backbone of our local communities,” said Matt Maloney, founder and CEO of Grubhub. “Devry’s deep expertise in the food space and long-standing emphasis on sustainability will no doubt strengthen Grubhub’s approach to serving our restaurant partners. Hiring her is a win for Grubhub, and we could not be more excited to welcome her aboard.”

“I am thrilled to become part of the Grubhub team that is using its robust marketplace to help restaurants build their businesses while creating opportunities for drivers and solving for diners’ personalized needs all at the same time,” said Vorwerk. “The company is uniquely positioned in the industry since it places the success of local restaurants at the heart of its business model. Restaurants are part of the fabric that weaves our communities together, and now more than ever, they need support.”

About Grubhub
Grubhub is a leading online and mobile food-ordering and delivery marketplace with the largest and most comprehensive network of restaurant partners, as well as nearly 30 million active diners. Dedicated to connecting diners with the food they love from their favorite local restaurants, Grubhub elevates food ordering through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. Grubhub features over 300,000 restaurants and is proud to partner with approximately 245,000 of these restaurants in over 4,000 U.S. cities. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, AllMenus and MenuPages.

Grubhub Levels up in Esports as the Official Food Delivery Partner of the League Championship Series

Grubhub is setting out to up the ante in esports this year by kicking off a three-year partnership with the League Championship Series (LCS), Riot Games’ NA LoL Professional League, the #1 professional esports league in North America. According to recent market research, the esports market is on track to surpass $1.5B by 2023, with viewership expected to grow to 646 million in 2023, which is double the previous six-year period. The fast-growing and fiercely engaged gaming fanbase provides a largely untapped opportunity for us to become a significant part of the esports community because watching sports and entertaining content pairs perfectly with food, especially when it’s delivered.

“As esports and gaming continue to rise in popularity, our vision is for Grubhub to become synonymous with this sport, make Grubhub and Gaming a new favorite cultural pastime,” said Jessica Burns, Vice President, Brand Marketing and Creative at Grubhub. “Our partnership with the LCS gets us one step closer to that goal.”

By being at the center of the premiere League of Legends (LoL) battleground in North America, Grubhub will be able to provide moments of joy for fans and diners through fun, co-branded activations and offerings alongside LCS teams, tournaments and creators. Our activations will range from custom in-game broadcast and social content to limited-edition merch drops and Grubhub – and even a few surprise Hextech chest deliveries. LCS fans will first start seeing Grubhub branding during LCS’s first-ever Lock In Tournament on January 15, along with activations across different channels. Following that is the highly anticipated LCS Spring Split, which begins on February 5. Throughout each weekend’s matches, we’ll also be offering exclusive deals from partners, and opportunities for diners to redeem free Hextech chests in the game.

Throughout the season, fans can tune into Delivering the Win, an in-game LCS broadcast segment highlighting game-changing moments from the week’s matchups, to get exclusive delivery discount codes from the shoutcasters. As we draw closer to the postseason, Grubhub will be integrated into multiple Road to the Finals episodes, a LCS broadcast series that zooms in on the most compelling performances and storylines of the season leading up to the postseason. Throughout the season, we will also deliver Perks to fans from some of their favorite restaurants, along with in-game exclusive Hextech chests, skins and more. For the season’s grand finale, we’ll help crown the two LCS title champions of 2021, by serving as presenting partner of the LCS Mid-Season Showdown and the LCS Championship.

In addition to this epic partnership with LCS, Grubhub is excited to partner with popular LCS teams and players to bring a variety of branded content, custom jerseys, and exclusive promotions throughout the 2021 season. As a sneak peek, we’re teaming up with Yiliang “Doublelift” Peng, an eight-time LCS Champion, to create custom content for his popular Twitch and social media channels to further engage with LCS fans and diners.

Grubhub’s first foray into esports was in 2018 with TSM, which started out as a small piloted partnership and later grew to a year-long deal. From there, we piloted partnerships with some of the most popular teams and creators, like 100 Thieves. For the next two years, we continued our TSM sponsorship and launched additional sponsorships of well-known tournaments. In 2020, we signed on as the official food delivery sponsor of one of the top professional esports leagues, and hosted virtual events with popular celebrity guests, along with other in-game activations, in everyone’s favorite animal-themed island game.

To date, our partnership with the LCS is the most comprehensive and ambitious esports partnership for Grubhub. We are very excited to continue looking for ways to enhance our efforts in gaming and esports, and we look forward to seeing you all tune in this year!

Grubhub Releases Annual “Year in Food” Report Detailing the Top Trends of 2020

During a year of change, diners turn to comfort foods, caffeine, and an array of other beverages while staying in

As the nation looks forward to 2021, Grubhub is taking time to look back at how Americans ate their way through a turbulent year. Grubhub, a leading online and mobile food-ordering and delivery marketplace, today released findings from its annual “Year in Food” report, analyzing orders from over 30 million diners to see what rose in popularity throughout an unpredictable year, while also highlighting the generosity of Grubhub diners and how they gave back to communities and restaurants in need. In addition, diners will receive their personalized “Taste of 2020” recap to get a glimpse of their favorite cuisines, menu items, and order habits throughout the year.

TOP ORDERS OF 2020

While past years have seen a growth in vegan and vegetarian options, 2020 was a year where comfort foods and caffeine took a majority of the top spots. The famous spicy chicken sandwich trend continued throughout the year with a more than 300% increase in popularity!

Spicy chicken sandwich: 318% more popular
Chicken burrito bowl: 299% more popular
Chicken wings: 287% more popular
Waffle fries: 221% more popular
Cold brew coffee: 206% more popular
Steak quesadilla: 164% more popular
Iced latte: 157% more popular
Fish and chips: 146% more popular
Strawberry shake: 131% more popular
Roast beef sandwich: 126% more popular

Fun fact: Someone in 2020 really dove in head first with the chicken sandwich trend with a single order of 135 chicken sandwiches!

Breakfast: A healthy start to the day, acai bowls continued to rise in popularity (the peanut butter version made its claim to fame in 2018).

Acai bowl: 353% more popular
Frozen mocha: 336% more popular
Chorizo burrito: 304% more popular
Potato pancake: 264% more popular
Strawberry banana smoothie: 216% more popular

Late Night: While more of our comfort favorites made the list, there was a nice showing from some sugary classics.

Strawberry cheesecake: 303% more popular
Jalapeno popper: 277% more popular
Pizza puff: 232% more popular
Buffalo chicken pizza: 226% more popular
Cinnamon rolls: 210% more popular

Side Dishes: A mix of go-to options and a twist on some “trendier” dishes.

French fries: 629% more popular
Onion rings: 566% more popular
Gluten-free tater tots: 544% more popular
Thai chili brussel sprouts: 389% more popular
Elote: 375% more popular

Dessert: A true variety of comfort, nostalgia, and some regional classics.

Apple pie: 330% more popular
Hot fudge sundae: 273% more popular
Caramel creme brulee : 137% more popular
Italian ice: 129% more popular
Chocolate chip cannoli: 109% more popular

BEVERAGES ON THE RISE

There’s no doubt our daily routines were thrown for a loop, which led the country to order in more than usual. And this wasn’t just food–coffee orders and alcoholic beverages made a mark in the trends we saw throughout the year.

Caffeine Buzz: Morning regimens changed for plenty of Americans in 2020 and the popularity of ready-to-drink coffee orders rose by 30%.

Pumpkin spiced latte: 487%
Vanilla latte: 249%
Flat white: 131%
Cold brew: 123%
Nitro coffee: 32%

Happy Hour @ Home: With a lift on restrictions in various cities across the country, diners in more places were able to complete their meals with a range of alcoholic beverages available for delivery. And boy did they–cocktails, beer and wine rose nearly 300%.

Mangonada: 278% more popular
Pina colada: 223% more popular
Hard seltzer: 196% more popular
Mexican beer: 161% more popular
Rosé: 150% more popular

A LOOK AT 2020 OVER TIME

Sourdough starters. Whipped coffee. Pancake cereal. While at home, many took to their own devices to try some of the year’s food trends–whether they succeeded or not. But for those who left it up to the restaurants, Grubhub took a look at the top trends month-by-month to see how America shifted as the months progressed.

MARCH: As stay-at-home orders took place across the country, Americans started out on a healthier foot when kick-starting their day as yogurt parfait rose 356% in popularity.
APRIL: Keeping up the daily routine, diners leaned on catching a caffeine buzz with vanilla chai tea lattes increasing 212% in popularity.
MAY: Most jumped on the bread baking trend, sharing their proud moments far and wide. However, it’s clear some may have taken the “fake it ’till you make it” route as Grubhub saw orders of sourdough bread loaves increase 192% in popularity.
JUNE: Blueberries are in season, so why not put them to work. June saw blueberry cream cheese pizza rise 290% in popularity.
JULY: As summer brought outdoor activities, Americans turned to watermelon mojitos to quench their thirst, rising 382% in popularity.
AUGUST: It seems everyone was craving a little festivity a bit early in 2020, as August saw a 265% increase in popularity of pumpkin iced coffee.
SEPTEMBER: Soup season came in full force as the weather started to cool, with veggie squash soup rising 168% in popularity.
OCTOBER: Football season and Halloween gave folks opportunities to celebrate with American-style pale lagers rising 362% in popularity.
NOVEMBER: Americans substituted meat with plant-based ingredients to enjoy their hearty meals as Impossible cheeseburgers increased by 222%.

“BEST OF GRUBHUB”

While 2020 was a year for the books, Grubhub took a look at some delivery staples and the restaurants across the country that took home the title – “Best of Grubhub” – for each dish.

Pizza: Da Nonna Rosa: a New York City staple known for traditional and authentic Italian cuisine using the finest ingredients. Don’t miss out on one of their most popular items: the Nonna Traditional NY style pizza.
Bagels: Utopia Bagels is known for its hand-rolled, kettle-boiled bagels, which has made this local eatery a name for itself in Queens, New York.
Wings: DCity Smokehouse in Washington D.C. is a black-owned business offering wonderful pit smoked wings and other smoked meat classics. And don’t miss out on the sides as the fried brussel sprouts and spiced fries are a couple delivery favorites.
Tacos: Benny’s Tacos and Rotisserie Chicken has been serving Los Angeles with the best tacos the city has to offer (and we know their fish tacos are quite a hit!)..
Burgers: The Burger Joint is a favorite in Houston for their iconic thick, plump burgers bursting out of a toasted bun. Add on one of their famous shakes or a side of queso fries and you have a meal for the books.
Dumplings: Dim Sum House in Philadelphia brings flavors from the Jiang Nan region of China for locals to enjoy.

2020 SUPERLATIVES

Largest Order: 300 bean burritos (someone missed the memo that bean burritos were so 2018)
Top Pizza: Hawaiian pizza, which rose 689% in popularity
Most Popular Burger: Garlic mushroom burger rose 637% in popularity
Favorite French Fry: Loaded curly fries, which rose 315% more popular
Most Popular Plant-Based Meats: Eggplant burger
Most popular holiday for delivery: Halloween
The Health Nut: New York (most healthy orders)
The Night Owl: Rhode Island (most late-night orders)
Most Energized: New York (most caffeinated beverage orders)
Sweetest State: New Hampshire (most dessert orders)

PLANT-BASED OPTIONS STALL

Vegan and vegetarian trends slowed down in 2020 as popularity for vegan-friendly products only grew by 13% (compared to 27% in 2019). And while Americans turned to comfort foods, they weren’t all traditional options as the popularity of meat alternatives soared by 463% in 2020.

Most Vegan-Friendly States (in ranking order):

New York
California
Oregon
Massachusetts
Illinois

Most Popular Vegan Orders

Tofu spring rolls: 263% more popular this year than last
Plant based burger: 251% more popular
Black bean taco: 242% more popular
Vegan chocolate cake: 211% more popular
Vegan ramen: 183% more popular

Most Popular Vegetarian Orders

Apple pancakes: 297% more popular this year than last
Acai smoothie: 288% more popular this year than last
Arugula and parmesan salad: 270% more popular this year than last
Grilled artichoke: 252% more popular this year than last
Macaroni and cheese: 222% more popular this year than last

MAKING CHANGE IN 2020

When COVID-19 started to impact people across the country earlier in the year, we knew we had to act. That’s why we established the Grubhub Community Relief Fund, a donor-advised fund, to support local and national charitable organizations that provide relief for those who have been impacted by the pandemic.

Since March, Grubhub and its diners have donated more than $15 million dollars to support the Grubhub Community Relief Fund, having directly impacted a range of organizations. A few highlights throughout the year include:

Helped the Boys & Girls Clubs of America open 45 Clubs across the country, providing a safe environment for parents to bring their children to while they are working on the frontlines.
Provided nearly 1 million meals (and counting!) to organizations dedicated to feeding those in need, such as NYC Food Bank, Rescuing Leftover Cuisine, and MEANS.
Supported the Restaurant Strong Fund with a $2 Million grant to help restaurants through the Restaurant Winterization Grant program, providing selected restaurants with $10,000 grants to help them get through the winter.

For more on the 2020 Year in Food report, go to https://blog.grubhub.com/taste-of.

Grubhub’s “Year in Food” report is based on trends gathered from tens of millions of orders on the Grubhub platform. Order trends detail the rise in popularity of food items placed by Grubhub diners from January-November 2020, as compared to the same timeframe in 2019.

Grubhub Reports Third Quarter 2020 Results

Grubhub generates 53% revenue growth in the third quarter

CHICAGO, Oct. 28, 2020 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), a leading online and mobile food-ordering and delivery marketplace, today announced financial results for the third quarter ended September 30, 2020 and also posted a letter to shareholders on its investor relations website. The Company reported revenues of $494 million, which is a 53% year-over-year increase from $322 million in the same period last year. Gross Food Sales grew 68% year-over-year to $2.4 billion, up from $1.4 billion in the same period last year.

“Connecting restaurants and diners is more important than ever given the challenges our restaurant partners still face because of the pandemic. Since March, we have supported our restaurant partners with hundreds of millions of dollars through increased marketing support, reduced commissions, and bonuses and personal protective equipment for drivers,” said Matt Maloney, Grubhub founder and CEO. “Earlier this month, the Just Eat Takeaway.com shareholders overwhelmingly voted in favor of the proposed acquisition of Grubhub, which is on track for completion in the first half of 2021.”

Third Quarter 2020 Highlights
The following results reflect the financial performance and key operating metrics of our business for the three months ended September 30, 2020, as compared to the same period in 2019.

Third Quarter Financial Highlights

Revenues: $494.0 million, a 53% year-over-year increase from $322.1 million in the third quarter of 2019.
Net Income (Loss): $(9.2) million, or $(0.10) per diluted share, a decrease from $1.0 million, or $0.01 per diluted share, in the third quarter of 2019.
Non-GAAP Adjusted EBITDA: $43.8 million, a 19% year-over-year decrease from $53.8 million in the third quarter of 2019.
Non-GAAP Net Income: $15.2 million, or $0.16 per diluted share, a decrease from $24.7 million, or $0.27 per diluted share, in the third quarter of 2019.

Third Quarter Key Business Metrics Highlights¹

Active Diners: 30.0 million, a 41% year-over-year increase from 21.2 million Active Diners in the third quarter of 2019.
Daily Average Grubs (DAGs): 668,600, a 46% year-over-year increase from 457,300 DAGs in the third quarter of 2019.
Gross Food Sales: $2.4 billion, a 68% year-over-year increase from $1.4 billion in the third quarter of 2019.

________________________¹Key Business Metrics are defined on pages 28 – 29 of our Annual Report on Form 10-K filed on February 28, 2020.

“Diner and order growth further accelerated in the third quarter as consumers across the country increasingly embraced the control, ease and convenience of ordering through Grubhub,” said Adam DeWitt, Grubhub president and CFO. “We continued to invest aggressively in new diner acquisition and support for our restaurant partners while also generating our highest Adjusted EBITDA per order in a year. This quarter again showcased the strength and sustainability of our business and ability to drive results for our restaurant partners in this challenging time.”

Guidance
Given Grubhub’s pending acquisition by Just Eat Takeaway.com, it is no longer issuing forward-looking guidance.

About Grubhub
Grubhub (NYSE: GRUB) is a leading online and mobile food-ordering and delivery marketplace with the largest and most comprehensive network of restaurant partners, as well as nearly 30 million active diners. Dedicated to connecting diners with the food they love from their favorite local restaurants, Grubhub elevates food ordering through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. Grubhub features over 300,000 restaurants and is proud to partner with approximately 245,000 of these restaurants in over 4,000 U.S. cities. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, AllMenus and MenuPages.

These and other risks, uncertainties, assumptions and other factors may be amplified or made more uncertain by the COVID-19 pandemic, which has caused significant economic uncertainty. The extent to which the COVID-19 pandemic impacts Grubhub’s and Just Eat Takeaway.com’s businesses, operations and financial results, including the duration and magnitude of such effects, will depend on numerous factors, which are unpredictable, including, but not limited to, the duration and spread of the outbreak, its severity, the actions taken to contain the virus or treat its impact, and how quickly and to what extent normal economic and operating conditions can resume. Forward-looking statements generally relate to future events or Grubhub and Just Eat Takeaway.com’s future financial or operating performance and include, without limitation, statements relating to the proposed merger and the potential impact of the COVID-19 outbreak on Grubhub and Just Eat Takeaway.com’s business and operations. In some cases, you can identify forward-looking statements because they contain words such as “anticipates,” “believes,” “contemplates,” “could,” “seeks,” “estimates,” “intends,” “may,” “plans,” “potential,” “predicts,” “projects,” “should,” “will,” “would” or similar expressions and the negatives of those terms.

While forward-looking statements are Grubhub’s and Just Eat Takeaway.com’s current predictions at the time they are made, you should not rely upon them. Forward-looking statements represent Grubhub’s and Just Eat Takeaway.com’s management’s beliefs and assumptions only as of the date of this communication, unless otherwise indicated, and there is no implication that the information contained in this communication is made subsequent to such date. For additional information concerning factors that could cause actual results and outcomes to differ materially from those expressed or implied in the forward-looking statements, please refer to the cautionary statements and risk factors included in Grubhub’s filings with the Securities and Exchange Commission (the “SEC”), including Grubhub’s Annual Report on Form 10-K filed with the SEC on February 28, 2020, Grubhub’s Quarterly Reports on Form 10-Q and any further disclosures Grubhub makes in Current Reports on Form 8-K. Grubhub’s SEC filings are available electronically on Grubhub’s investor website at investors.grubhub.com or the SEC’s website at www.sec.gov. For additional information concerning factors that could cause future results to differ from those expressed or implied in the forward-looking statements, please refer to Just Eat Takeaway.com’s non-exhaustive list of key risks and cautionary statements included in Just Eat Takeaway.com’s Annual Report, which is available electronically on Just Eat Takeaway.com’s investor website at www.justeattakeaway.com. Except as required by law, Grubhub and Just Eat Takeaway.com assume no obligation to update these forward-looking statements or this communication, or to update, supplement or correct the information set forth in this communication or the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future. All subsequent written and oral forward-looking statements attributable to Grubhub, Just Eat Takeaway.com or any person acting on behalf of either party are expressly qualified in their entirety by the cautionary statements referenced above.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM F-4 AND THE RELATED PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM F-4, THE PROSPECTUS, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC, THE AFM AND/OR THE FCA IN CONNECTION WITH THE PROPOSED MERGER, WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT GRUBHUB, JUST EAT TAKEAWAY.COM AND THE PROPOSED MERGER.

Investors and security holders may obtain copies of these documents and any other documents filed with or furnished to the SEC by Grubhub or Just Eat Takeaway.com free of charge through the website maintained by the SEC at www.sec.gov, from Grubhub at its website, investors.grubhub.com, or from Just Eat Takeaway.com at its website www. justeattakeaway.com. The Prospectus, as well as any supplement thereto, will be made available on the website of Just Eat Takeaway.com at its website www. justeattakeaway.com.

Participants in the Solicitation
Grubhub, Just Eat Takeaway.com and their respective directors and certain of their respective executive officers and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed merger under the rules of the SEC. Information about Grubhub’s directors and executive officers is available in Grubhub’s proxy statement dated April 9, 2020 for its 2020 Annual Meeting of Stockholders. To the extent holdings of Grubhub securities by directors or executive officers of Grubhub have changed since the amounts contained in the definitive proxy statement for Grubhub’s 2020 Annual Meeting of Stockholders, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. These documents are available free of charge from the sources indicated above, and from Grubhub by going to its investor relations page on its corporate website at investors.grubhub.com. Information about Just Eat Takeaway.com’s directors and executive officers and a description of their interests are set forth in Just Eat Takeaway.com’s 2019 Annual Report, which may be obtained free of charge from Just Eat Takeaway.com’s website, www.justeattakeaway.com. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed merger when they become available. Investors should read the proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from Grubhub or Just Eat Takeaway.com using the sources indicated above.

GRUBHUB INC. STATEMENTS OF OPERATIONS (in thousands, except per share data)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenues	$	493,981	$	322,053	$	1,316,243	$	970,881
Costs and expenses:
Operations and support		316,456		161,387		849,884		485,143
Sales and marketing		97,817		71,617		282,563		224,199
Technology (exclusive of amortization)		30,796		29,483		92,297		86,133
General and administrative		27,484		25,329		98,670		73,900
Depreciation and amortization		36,556		30,649		104,476		82,961
Total costs and expenses		509,109		318,465		1,427,890		952,336
Income (loss) from operations		(15,128)		3,588		(111,647)		18,545
Interest expense, net		6,979		6,025		20,175		14,304
Income (loss) before provision for income taxes		(22,107)		(2,437)		(131,822)		4,241
Income tax benefit		(12,869)		(3,447)		(43,746)		(4,911)
Net income (loss) attributable to common stockholders	$	(9,238)	$	1,010	$	(88,076)	$	9,152
Net income (loss) per share attributable to common stockholders:
Basic	$	(0.10)	$	0.01	$	(0.96)	$	0.10
Diluted	$	(0.10)	$	0.01	$	(0.96)	$	0.10
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders:
Basic		92,496		91,349		92,135		91,159
Diluted		92,496		92,847		92,135		92,850

KEY BUSINESS METRICS

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Active Diners (000s)		29,956		21,197		29,956		21,197
Daily Average Grubs		668,600		457,300		610,900		488,800
Gross Food Sales (millions)	$	2,354	$	1,400	$	6,308	$	4,362

GRUBHUB INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)

	September 30, 2020		December 31, 2019
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	405,273	$	375,909
Short-term investments		61,497		49,275
Accounts receivable, less allowances for doubtful accounts		75,793		119,658
Income tax receivable		22,577		3,960
Prepaid expenses and other current assets		17,875		17,515
Total current assets		583,015		566,317
PROPERTY AND EQUIPMENT:
Property and equipment, net of depreciation and amortization		217,923		172,744
OTHER ASSETS:
Other assets		42,510		26,836
Operating lease right-of-use asset		95,863		100,632
Goodwill		1,007,968		1,007,968
Acquired intangible assets, net of amortization		465,041		500,481
Total other assets		1,611,382		1,635,917
TOTAL ASSETS	$	2,412,320	$	2,374,978
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Restaurant food liability	$	115,584	$	131,753
Accounts payable		16,974		26,748
Accrued payroll		33,871		19,982
Current operating lease liability		16,667		9,376
Other accruals		156,552		61,504
Total current liabilities		339,648		249,363
LONG-TERM LIABILITIES:
Deferred taxes, non-current		1,404		27,163
Noncurrent operating lease liability		106,836		111,056
Long-term debt		493,876		493,009
Other accruals		4,531		817
Total long-term liabilities		606,647		632,045
STOCKHOLDERS’ EQUITY:
Common stock, $0.0001 par value		9		9
Accumulated other comprehensive loss		(1,866)		(1,628)
Additional paid-in capital		1,225,169		1,164,400
Retained earnings		242,713		330,789
Total Stockholders’ Equity	$	1,466,025	$	1,493,570
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	2,412,320	$	2,374,978

GRUBHUB INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

	Nine Months Ended September 30,
	2020		2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(88,076)	$	9,152
Adjustments to reconcile net income (loss) to net cash from operating activities:
Depreciation		30,089		21,665
Amortization of intangible assets and developed software		74,387		61,296
Stock-based compensation		62,060		54,806
Deferred taxes		(25,759)		(6,208)
Other		3,279		5,210
Change in assets and liabilities:
Accounts receivable		42,636		(13,335)
Income taxes receivable		(18,617)		7,722
Prepaid expenses and other assets		(10,228)		(11,955)
Restaurant food liability		(16,111)		3,247
Accounts payable		(5,371)		(50)
Accrued payroll		13,888		4,366
Other accruals		93,285		20,088
Net cash provided by operating activities		155,462		156,004
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investments		(87,260)		(49,506)
Proceeds from maturity of investments		75,350		31,736
Capitalized website and development costs		(43,532)		(35,068)
Purchases of property and equipment		(53,232)		(42,702)
Acquisition of other intangible assets		(510)		(8,889)
Acquisitions of businesses, net of cash acquired		—		127
Other cash flows from investing activities		(525)		(250)
Net cash used in investing activities		(109,709)		(104,552)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt		175,000		500,000
Repayments of borrowings under the credit facility		(175,000)		(342,313)
Taxes paid related to net settlement of stock-based compensation awards		(23,561)		(20,503)
Proceeds from exercise of stock options		7,484		4,040
Payments for debt issuance costs		(89)		(9,136)
Other cash flows from financing activities		(1,063)		—
Net cash provided by (used in) financing activities		(17,229)		132,088
Net change in cash, cash equivalents, and restricted cash		28,524		183,540
Effect of exchange rates on cash, cash equivalents and restricted cash		(217)		(293)
Cash, cash equivalents, and restricted cash at beginning of year		379,595		215,802
Cash, cash equivalents, and restricted cash at end of the period	$	407,902	$	399,049
SUPPLEMENTAL DISCLOSURE OF NON-CASH ITEMS
Cash paid for income taxes	$	136	$	567

GRUBHUB INC. NON-GAAP FINANCIAL MEASURES RECONCILIATION (in thousands, except per share and per order data)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Net income (loss)	$	(9,238)	$	1,010	$	(88,076)	$	9,152
Income taxes		(12,869)		(3,447)		(43,746)		(4,911)
Interest expense, net		6,979		6,025		20,175		14,304
Depreciation and amortization		36,556		30,649		104,476		82,961
EBITDA		21,428		34,237		(7,171)		101,506
Merger, acquisition, restructuring and certain legal costs		1,518		1,312		23,210		3,139
Stock-based compensation		20,839		18,279		62,060		54,806
Adjusted EBITDA	$	43,785	$	53,828	$	78,099	$	159,451

Net income (loss) per order	$	(0.15)	$	0.02	$	(0.53)	$	0.07
Adjusted EBITDA per order	$	0.71	$	1.28	$	0.47	$	1.19


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Net income (loss)	$	(9,238)	$	1,010	$	(88,076)	$	9,152
Stock-based compensation		20,839		18,279		62,060		54,806
Amortization of acquired intangible assets		11,268		13,575		35,440		37,345
Merger, acquisition, restructuring and certain legal costs		1,518		1,312		23,210		3,139
Income tax adjustments		(9,227)		(9,510)		(33,437)		(26,967)
Non-GAAP income (loss)	$	15,160	$	24,666	$	(803)	$	77,475
Weighted-average diluted shares used to compute income (loss) per share attributable to common stockholders		94,575		92,847		92,135		92,850
Non-GAAP income (loss) per diluted share attributable to common stockholders	$	0.16	$	0.27	$	(0.01)	$	0.83

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