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Grubhub Reports First Quarter 2020 Results

Grubhub generates 12% revenue growth in the first quarter

CHICAGO, May 6, 2020 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), a leading online and mobile food-ordering and delivery marketplace, today announced financial results for the first quarter ended March 31, 2020 and also posted a letter to shareholders on its investor relations website. The Company reported revenues of $363 million, which is a 12% year-over-year increase from $324 million in the same period last year. Gross Food Sales grew 8% year-over-year to $1.6 billion, up from $1.5 billion in the same period last year.

“The restaurant industry is facing enormous challenges in light of the difficult, but necessary, steps taken to keep us safe as we fight COVID-19,” said Matt Maloney, Grubhub founder and CEO. “Grubhub is using nearly all of our profits in the second quarter to generate as many additional orders for our restaurant partners as possible. We hope that the darkest days are behind our restaurant partners and they can start focusing on the recovery.”

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

First Quarter Financial Highlights

Revenues: $363.0 million, a 12% year-over-year increase from $323.8 million in the first quarter of 2019.
Net Income (Loss): $(33.4) million, or $(0.36) per diluted share, a decrease from $6.9 million, or $0.07 per diluted share, in the first quarter of 2019.
Non-GAAP Adjusted EBITDA: $21.0 million, a 59% year-over-year decrease from $50.9 million in the first quarter of 2019.
Non-GAAP Net Income (Loss): $(37) thousand, or $(0.00) per diluted share, a decrease from $27.9 million, or $0.30 per diluted share, in the first quarter of 2019.

First Quarter Key Business Metrics Highlights¹

Active Diners: 23.9 million, a 24% year-over-year increase from 19.3 million Active Diners in the first quarter of 2019.
Daily Average Grubs (DAGs): 516,300, a 1% year-over-year decrease from 521,000 DAGs in the first quarter of 2019.
Gross Food Sales: $1.6 billion, an 8% year-over-year increase from $1.5 billion in the first quarter of 2019.

“COVID-19 has driven a significant uptick in new diners and orders from existing users as most restaurant dining rooms have been temporarily closed nationwide,” said Adam DeWitt, Grubhub president and CFO. “At current volume trends, we could be generating meaningful Adjusted EBITDA in the second quarter. But as Matt highlighted, we believe the absolute best use of our cash is to support our restaurants, their employees, our drivers and the entire takeout ecosystem through this crisis, by generating as many orders as possible while funding extra safety measures for restaurants, drivers and diners. We hope that these additional sales help make a difference to our partners in this time of crisis.”

Second Quarter 2020 Guidance
Based on information available as of May 6, 2020, the Company is providing the following financial guidance for the second quarter of 2020.

		Second Quarter 2020
		(in millions)
Expected Adjusted EBITDA		$5

First Quarter 2020 Financial Results Conference Call
Grubhub will webcast a conference call tomorrow at 8:00 a.m. CT to discuss the first quarter 2020 financial results. The webcast can be accessed on the Grubhub Investor Relations website at https://investors.grubhub.com, along with the Company’s letter to shareholders, earnings press release and financial tables. A replay of the webcast will be available on the same website.

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 24 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 more than 200,000 of these restaurants in over 4,000 U.S. cities and London. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, AllMenus and MenuPages.

Use of Forward Looking Statements
This press release contains “forward-looking statements” regarding Grubhub, “the Company’s” or our management’s future expectations, beliefs, intentions, goals, strategies, plans and prospects, which 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 including, but not limited to, achievement of the benefits of our planned additional investments, to differ materially from future results expressed or implied by such forward-looking statements. Forward-looking statements generally relate to future events or our future financial or operating performance and include, without limitation, statements relating to the potential impact of the COVID-19 outbreak on our 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 our best prediction at the time they are made, you should not rely upon them. Forward-looking statements represent our management’s beliefs and assumptions only as of May 6, 2020, unless otherwise indicated, and there is no implication that the information contained in this press release is made subsequent to such date. For additional information concerning factors that could affect our financial results or cause actual results to differ materially from those expressed or implied in the forward-looking statements, please refer to the cautionary statements included in our filings with the Securities and Exchange Commission (the “SEC”), including the “Risk Factors” section of our Annual Report on Form 10-K filed with the SEC on February 28, 2020 and our Quarterly Reports on Form 10-Q and any further disclosures we make in our Current Reports on Form 8-K. Our SEC filings are available electronically on our investor website at investors.grubhub.com or the SEC’s website at www.sec.gov. Except as required by law, we assume no obligation to update these forward-looking statements or this press release, or to update, supplement or correct the information set forth in the press release 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.

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 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 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.

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

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

	Three Months Ended March 31,
	2020		2019
Revenues	$	362,980	$	323,770
Costs and expenses:
Operations and support		214,561		161,350
Sales and marketing		90,742		78,454
Technology (exclusive of amortization)		31,273		27,250
General and administrative		38,949		22,787
Depreciation and amortization		33,363		25,089
Total costs and expenses		408,888		314,930
Income (loss) from operations		(45,908)		8,840
Interest expense – net		6,380		2,812
Income (loss) before provision for income taxes		(52,288)		6,028
Income tax benefit		(18,861)		(862)
Net income (loss) attributable to common stockholders	$	(33,427)	$	6,890
Net income (loss) per share attributable to common stockholders:
Basic	$	(0.36)	$	0.08
Diluted	$	(0.36)	$	0.07
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders:
Basic		91,793		90,951
Diluted		91,793		92,918

KEY BUSINESS METRICS

	Three Months Ended March 31,
	2020		2019
Active Diners (000s)		23,892		19,286
Daily Average Grubs		516,300		521,000
Gross Food Sales (millions)	$	1,630	$	1,502

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



	March 31, 2020		December 31, 2019
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	560,708	$	375,909
Short-term investments		36,359		49,275
Accounts receivable, less allowances for doubtful accounts		135,661		119,658
Income tax receivable		20,271		3,960
Prepaid expenses and other current assets		18,051		17,515
Total current assets		771,050		566,317
PROPERTY AND EQUIPMENT:
Property and equipment, net of depreciation and amortization		189,050		172,744
OTHER ASSETS:
Other assets		32,154		26,836
Operating lease right-of-use asset		101,758		100,632
Goodwill		1,007,968		1,007,968
Acquired intangible assets, net of amortization		487,797		500,481
Total other assets		1,629,677		1,635,917
TOTAL ASSETS	$	2,589,777	$	2,374,978
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Restaurant food liability	$	152,551	$	131,753
Accounts payable		29,317		26,748
Accrued payroll		24,255		19,982
Current operating lease liability		11,999		9,376
Other accruals		87,438		61,504
Total current liabilities		305,560		249,363
LONG-TERM LIABILITIES:
Deferred taxes, non-current		24,438		27,163
Noncurrent operating lease liability		112,863		111,056
Long-term debt		668,242		493,009
Other accruals		817		817
Total long-term liabilities		806,360		632,045
STOCKHOLDERS’ EQUITY:
Common stock, $0.0001 par value		9		9
Accumulated other comprehensive loss		(2,271)		(1,628)
Additional paid-in capital		1,182,757		1,164,400
Retained earnings		297,362		330,789
Total Stockholders’ Equity	$	1,477,857	$	1,493,570
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	2,589,777	$	2,374,978

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

	Three Months Ended March 31,
	2020		2019
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(33,427)	$	6,890
Adjustments to reconcile net income (loss) to net cash from operating activities:
Depreciation		8,658		6,193
Amortization of intangible assets and developed software		24,705		18,896
Stock-based compensation		20,185		16,478
Deferred taxes		(2,725)		(986)
Other		3,479		735
Change in assets and liabilities, net of the effects of business acquisitions:
Accounts receivable		(18,333)		(30,391)
Income taxes receivable		(16,311)		(916)
Prepaid expenses and other assets		(4,602)		(10,666)
Restaurant food liability		20,857		13,099
Accounts payable		4,678		(18,644)
Accrued payroll		4,277		411
Other accruals		26,085		12,845
Net cash provided by operating activities		37,526		13,944
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investments		(19,790)		(12,160)
Proceeds from maturity of investments		32,900		11,636
Capitalized website and development costs		(14,243)		(10,692)
Purchases of property and equipment		(19,678)		(8,018)
Acquisition of other intangible assets		(510)		(5,379)
Acquisitions of businesses, net of cash acquired		—		127
Other cash flows from investing activities		(250)		—
Net cash used in investing activities		(21,571)		(24,486)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings under the credit facility		175,000		—
Taxes paid related to net settlement of stock-based compensation awards		(8,051)		(9,966)
Proceeds from exercise of stock options		1,414		2,424
Repayments of borrowings under the credit facility		—		(2,031)
Payments for debt issuance costs		—		(1,647)
Net cash provided by (used in) financing activities		168,363		(11,220)
Net change in cash, cash equivalents, and restricted cash		184,318		(21,762)
Effect of exchange rates on cash, cash equivalents and restricted cash		(600)		232
Cash, cash equivalents, and restricted cash at beginning of year		379,594		215,802
Cash, cash equivalents, and restricted cash at end of the period	$	563,312	$	194,272
SUPPLEMENTAL DISCLOSURE OF NON-CASH ITEMS
Cash paid for income taxes	$	—	$	351

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

	Three Months Ended March 31,
	2020		2019
Net income (loss)	$	(33,427)	$	6,890
Income taxes		(18,861)		(862)
Interest expense – net		6,380		2,812
Depreciation and amortization		33,363		25,089
EBITDA		(12,545)		33,929
Acquisition, restructuring and certain legal costs		13,376		486
Stock-based compensation		20,185		16,478
Adjusted EBITDA	$	21,016	$	50,893

Net income (loss) per order	$	(0.71)	$	0.15
Adjusted EBITDA per order	$	0.45	$	1.09

	Three Months Ended March 31,
	2020		2019
Net income (loss)	$	(33,427)	$	6,890
Stock-based compensation		20,185		16,478
Amortization of acquired intangible assets		12,685		11,942
Acquisition, restructuring and certain legal costs		13,376		486
Income tax adjustments		(12,856)		(7,862)
Non-GAAP income (loss)	$	(37)	$	27,934
Weighted-average diluted shares used to compute income (loss) per share attributable to common stockholders		91,793		92,918
Non-GAAP income (loss) per diluted share attributable to common stockholders	$	(0.00)	$	0.30


	Guidance
	Three Months Ended June 30, 2020
	(in millions)
Net loss	$	(42)
Income taxes		(16)
Interest expense – net		7
Depreciation and amortization		34
EBITDA		(17)
Acquisition, restructuring and certain legal costs		—
Stock-based compensation		22
Adjusted EBITDA	$	5

Grubhub Provides Business Update And Timing Of First Quarter 2020 Earnings Announcement

CHICAGO, April 13, 2020 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), a leading online and mobile food-ordering and delivery marketplace, today announced it will release first quarter 2020 earnings results after the market close on Wednesday, May 6, 2020, followed by a conference call to discuss its results on Thursday, May 7, 2020, at 8:00 a.m. CT.

The company also today provided a brief business update due to the extraordinary circumstances stemming from the COVID-19 pandemic.

Business Update

During these unprecedented times, our priority is the health, safety and sustainability of our community – the drivers, restaurants and diners who make up our marketplace and our approximately 2,800 Grubhub employees. We have responded quickly to the crisis by launching a number of initiatives to support restaurants, drivers and diners; our focus is on driving as much business as we can to our restaurant partners while dining rooms remain closed. And we will continue to support the local communities and restaurants that are struggling during this uncertain and difficult period.

For the first quarter of 2020, we expect our revenue and adjusted EBITDA to be slightly above the midpoints of the guidance we issued on February 5, 2020. While the business was trending at or above the high end of our guidance range for the first 10 weeks of the quarter, like most businesses, we experienced a swift change in customer behavior in the middle of March when the pandemic took hold across the country.

Initially, we observed a decrease in orders across our entire business as the news upended typical routines and there was considerable uncertainty about what day-to-day life would be like. In particular, our corporate business, which accounted for a mid-single digit percentage of our orders in the fourth quarter, was dramatically impacted in mid-March as virtually all of our corporate clients shifted to work-from-home models.

In New York City our consumer business was affected more than in other metro areas due to the severity of the COVID-19 impact in that market. We believe this is due to a number of factors, including New York City residents choosing to temporarily leave the city and/or cooking at home more often, as well as more local restaurants deciding to pause operations because of the temporary drop in demand. As a result of all of these factors, our first quarter DAGs ended up flattish compared to the first quarter of 2019.

Exiting the first quarter and in the beginning of the second quarter, we have seen trends improve significantly – so far in April our overall year-over-year DAG growth has been approximately 10%. In markets less affected by the outbreak, diner ordering has returned to, and in many cases exceeded, our pre-COVID-19 expectations. We are also seeing record numbers of new diners and new restaurants on the platform. In markets more affected, New York in particular, we have seen a stabilization in consumer orders, and even some improvement from the low points observed in March, but New York orders remain below pre-COVID volumes. We will discuss these dynamics in more detail during earnings, but we believe what we are now observing on both the positive and negative side, including corporate, is ephemeral, and we expect to see a return to more typical behavior when the COVID-19 impact on daily life wanes.

In this difficult and uncertain environment, we believe Grubhub has a clear responsibility to help restaurants and all working individuals in our ecosystem. We further believe the absolute best way we can support our industry is by driving as much demand as possible to local restaurants, which in turn has significant downstream benefits for restaurant workers, restaurant suppliers, our drivers and countless others in the value chain.

While we are confident we could generate meaningful profits in the second quarter that would keep us comfortably on the previously announced path to deliver at least $100 million of Adjusted EBITDA in 2020, we are instead planning to reinvest most of the profits we expect to generate during the second quarter into programs that directly drive more business to our restaurant partners. We anticipate this enhanced support will take several forms, including numerous Grubhub-funded diner promotions, reduced or eliminated diner delivery fees, platform improvements and products and procedures to help keep drivers, diners and restaurant workers safe.

As a result, we plan to intentionally manage the business to approximately $5 million of Adjusted EBITDA in the second quarter to continue to support our ecosystem. To be clear, this is a completely discretionary short-term business decision designed to support our industry. We are proud that our consistent profitability, highly variable cost structure and strong balance sheet afford us ample liquidity (approximately $600 million as of March 31, including $175 million we added from our revolver) and flexibility during times like these.

We are confident that our ability to manage our business profitably while competing aggressively has not changed, but because of the uncertainty surrounding the timing of when and how the COVID-19 outbreak will resolve, we believe it’s prudent to withdraw our full year 2020 revenue and EBITDA guidance.

When business and social conditions normalize, we expect to return Grubhub to the growth and profit trajectory we were on before COVID-19 – which was at the high end of our expectations laid out over the last couple of quarters. We remain bullish on our industry and our long-term competitive strategy.

Stay safe, and we look forward to providing you with a more comprehensive update on the business in early May.

Matt Maloney, Founder and CEO
Adam DeWitt, President and CFO

First Quarter Earnings Call
Grubhub will release first quarter 2020 earnings results after the market close on Wednesday, May 6, 2020, followed by a conference call to discuss its results on Thursday, May 7, 2020, at 8:00 a.m. CT. Founder & CEO Matt Maloney and President & CFO Adam DeWitt will host the conference call.

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 recording of the webcast will be available on the website.

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 more than 22 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 350,000 restaurants and is proud to partner with more than 165,000 of these restaurants in over 3,200 U.S. cities and London. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, AllMenus and MenuPages.

Use of Forward Looking Statements
This press release contains forward-looking statements regarding Grubhub, “the Company’s” or our management’s future expectations, beliefs, intentions, goals, strategies, plans and prospects, including the expected benefits to, and financial performance of, Grubhub including its 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 substantial known and unknown risks, uncertainties and assumptions that could cause actual results, performance or achievements including, but not limited to, achievement of the benefits of our planned additional investments, 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, statements related to the potential impact of the COVID-19 outbreak on our business and operations, as well as 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 February 28, 2020, which is on file with the SEC and are available on the Investor Relations section of our website at https://investors.grubhub.com. Please also note that forward-looking statements represent management’s beliefs and assumptions only as of the date of this press release. Except as required by law, we disclaim any intention to, and undertake 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 (loss) adjusted to exclude acquisition, restructuring and certain legal costs, income taxes, net interest expense, depreciation and amortization and stock-based compensation expense. We use 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 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.

Grubhub Reports Fourth Quarter And Full Year 2019 Results

Grubhub generates 19% revenue growth in the fourth quarter

CHICAGO, Feb. 5, 2020 /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, 2019 and also posted a letter to shareholders on its investor relations website. For the fourth quarter, the Company reported revenues of $341 million, which is a 19% year-over-year increase from $288 million in the same period last year. Gross Food Sales grew 13% year-over-year to $1.6 billion, up from $1.4 billion in the fourth quarter of 2018.

“We strengthened both sides of our marketplace during the fourth quarter, adding 1.4 million active diners and more than doubling our restaurant selection from just a quarter ago,” said Matt Maloney, Grubhub founder and CEO. “We are making good progress on the key initiatives we outlined last quarter. We added more than 15,000 partnered and over 150,000 non-partnered restaurant options for our diners and we also launched a number of new loyalty programs for our restaurant partners.”

Fourth Quarter and Full Year 2019 Highlights
The following results reflect the financial performance and key operating metrics of our business for the three and twelve months ended December 31, 2019, as compared to the same periods in 2018.

Fourth Quarter Financial Highlights

Revenues: $341.3 million, a 19% year-over-year increase from $287.7 million in the fourth quarter of 2018.
Net Income (Loss): $(27.7) million, or $(0.30) per diluted share, a decrease from $(5.2) million, or $(0.06) per diluted share, in the fourth quarter of 2018.
Non-GAAP Adjusted EBITDA: $26.7 million, a 37% year-over-year decrease from $42.1 million in the fourth quarter of 2018.
Non-GAAP Net Income (Loss): $(4.2) million, or $(0.05) per diluted share, a decrease from $17.6 million, or $0.19 per diluted share, in the fourth quarter of 2018.

Fourth Quarter Key Business Metrics Highlights¹

Active Diners: 22.6 million, a 28% year-over-year increase from 17.7 million Active Diners in the fourth quarter of 2018.
Daily Average Grubs (DAGs): 502,600, a 8% year-over-year increase from 467,500 DAGs in the fourth quarter of 2018.
Gross Food Sales: $1.6 billion, a 13% year-over-year increase from $1.4 billion in the fourth quarter of 2018.

1 Key Business Metrics are defined on page 29 of our Annual Report on Form 10-K filed on February 28, 2019.

Full Year Financial Highlights

Revenues: $1.3 billion, a 30% year-over-year increase from $1.0 billion in 2018.
Net Income (Loss): $(18.6) million, or $(0.20) per diluted share, a decrease from $78.5 million, or $0.85 per diluted share, in 2018.
Non-GAAP Adjusted EBITDA: $186.2 million, a 20% year-over-year decrease from $233.7 million in 2018.
Non-GAAP Net Income: $73.2 million, or $0.79 per diluted share, a 52% decrease from $153.3 million, or $1.66 per diluted share, in 2018.

Full Year Key Business Metrics Highlights¹

Active Diners: 22.6 million, a 28% year-over-year increase from 17.7 million Active Diners in 2018.
Daily Average Grubs (DAGs): 492,300, a 13% year-over-year increase from 435,900 DAGs in 2018.
Gross Food Sales: $5.9 billion, a 17% year-over-year increase from $5.1 billion in 2018.

“We continue to innovate the online takeout industry with our recent launch of Grubhub Ultimate, a revolutionary, first-of-its-kind proprietary hardware and software solution that integrates all restaurant ordering channels into one system. Grubhub Ultimate is an important step in helping unlock the pickup market, which accounts for the majority of the more than $250 billion takeout industry,” said Adam DeWitt, Grubhub president and CFO. “We remain confident our overall strategy will deliver sustainable value for all of our stakeholders and the team is determined to continue to execute and build on the early wins.”

First Quarter and Full Year 2020 Guidance
Based on information available as of February 5, 2020, the Company is providing the following financial guidance for the first quarter and full year of 2020.

	First Quarter 2020	Full Year 2020
	(in millions)
Expected Revenue	$350 – $370	$1,400 – $1,500
Expected Adjusted EBITDA	$15 – $25	at least $100

Fourth Quarter 2019 Financial Results Conference Call
Grubhub will webcast a conference call tomorrow at 8:00 a.m. CT to discuss the fourth quarter 2019 financial results. The webcast can be accessed on the Grubhub Investor Relations website at https://investors.grubhub.com, along with the Company’s letter to shareholders, earnings press release and financial tables. A replay of the webcast will be available at the same website.

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 more than 22 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 more than 155,000 of these restaurants in over 3,200 U.S. cities and London. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, AllMenus and MenuPages.

Use of Forward Looking Statements
This press release contains forward-looking statements regarding Grubhub, “the Company’s” or our management’s future expectations, beliefs, intentions, goals, strategies, plans and prospects, including the expected benefits to, and financial performance of, Grubhub including its 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 substantial known and unknown risks, uncertainties and assumptions that could cause actual results, performance or achievements including, but not limited to, achievement of the benefits of our planned additional investments, 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 February 28, 2019 and our most recent Quarterly Report on Form 10-Q for the quarter ended September 30, 2019, which are on file with the SEC and are available on the Investor Relations section of our website at https://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, 2019, which should be read in conjunction with these financial results. Please also note that forward-looking statements represent management’s beliefs and assumptions only as of the date of this press release. Except as required by law, we disclaim any intention to, and undertake 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, non-GAAP net income and non-GAAP net income 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 adjusted to exclude acquisition, restructuring and certain legal costs, income taxes, net interest expense, depreciation and amortization and stock-based compensation expense. Non-GAAP net income and non-GAAP net income per diluted share attributable to common stockholders exclude 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 and non-GAAP net income 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 to Adjusted EBITDA, non-GAAP net income and non-GAAP net income 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,
	2019		2018		2019		2018
Revenues	$	341,270	$	287,721	$	1,312,151	$	1,007,257
Costs and expenses:
Operations and support		190,328		144,082		675,471		454,321
Sales and marketing		86,100		69,877		310,299		214,290
Technology (exclusive of amortization)		29,164		24,972		115,297		82,278
General and administrative		28,018		27,393		101,918		85,465
Depreciation and amortization		32,488		24,153		115,449		85,940
Total costs and expenses		366,098		290,477		1,318,434		922,294
Income (loss) from operations		(24,828)		(2,756)		(6,283)		84,963
Interest expense – net		6,189		2,163		20,493		3,530
Income (loss) before provision for income taxes		(31,017)		(4,919)		(26,776)		81,433
Income tax (benefit) expense		(3,299)		231		(8,210)		2,952
Net income (loss) attributable to common stockholders	$	(27,718)	$	(5,150)	$	(18,566)	$	78,481
Net income (loss) per share attributable to common stockholders:
Basic	$	(0.30)	$	(0.06)	$	(0.20)	$	0.88
Diluted	$	(0.30)	$	(0.06)	$	(0.20)	$	0.85
Weighted-average shares used to compute net income (loss) per share attributable to common stockholders:
Basic		91,509		90,705		91,247		89,447
Diluted		91,509		90,705		91,247		92,354


KEY BUSINESS METRICS

	Three Months Ended December 31,				Year Ended December 31,
	2019		2018		2019		2018
Active Diners (000s)		22,621		17,688		22,621		17,688
Daily Average Grubs		502,600		467,500		492,300		435,900
Gross Food Sales (millions)	$	1,552	$	1,377	$	5,914	$	5,057

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



	December 31, 2019		December 31, 2018
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	375,909	$	211,245
Short-term investments		49,275		14,084
Accounts receivable, less allowances for doubtful accounts		119,658		110,855
Income tax receivable		3,960		9,949
Prepaid expenses and other current assets		17,515		17,642
Total current assets		566,317		363,775
PROPERTY AND EQUIPMENT:
Property and equipment, net of depreciation and amortization		172,744		119,495
OTHER ASSETS:
Other assets		26,836		14,186
Operating lease right-of-use asset		100,632		—
Goodwill		1,007,968		1,019,239
Acquired intangible assets, net of amortization		500,481		549,013
Total other assets		1,635,917		1,582,438
TOTAL ASSETS	$	2,374,978	$	2,065,708
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Restaurant food liability	$	131,753	$	127,344
Accounts payable		26,748		26,656
Accrued payroll		19,982		18,173
Current portion of long-term debt		—		6,250
Current operating lease liability		9,376		—
Other accruals		61,504		44,745
Total current liabilities		249,363		223,168
LONG-TERM LIABILITIES:
Deferred taxes, non-current		27,163		46,383
Noncurrent operating lease liability		111,056		—
Long-term debt		493,009		335,548
Other accruals		817		18,270
Total long-term liabilities		632,045		400,201
STOCKHOLDERS’ EQUITY:
Common stock, $0.0001 par value		9		9
Accumulated other comprehensive loss		(1,628)		(1,891)
Additional paid-in capital		1,164,400		1,094,866
Retained earnings		330,789		349,355
Total Stockholders’ Equity	$	1,493,570	$	1,442,339
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	2,374,978	$	2,065,708

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

	Year Ended December 31,
	2019		2018
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(18,566)	$	78,481
Adjustments to reconcile net income (loss) to net cash from operating activities:
Depreciation		30,237		21,647
Amortization of intangible assets and developed software		85,212		64,293
Stock-based compensation		72,879		55,261
Deferred taxes		(7,726)		1,724
Other		8,531		5,552
Change in assets and liabilities, net of the effects of business acquisitions:
Accounts receivable		(11,591)		(6,092)
Income taxes receivable		5,989		(1,356)
Prepaid expenses and other assets		(13,854)		(16,270)
Restaurant food liability		4,380		2,921
Accounts payable		1,978		11,160
Accrued payroll		1,804		3,621
Other accruals		23,349		4,585
Net cash provided by operating activities		182,622		225,527
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investments		(85,989)		(57,197)
Proceeds from maturity of investments		51,366		67,166
Capitalized website and development costs		(48,524)		(31,180)
Purchases of property and equipment		(55,167)		(43,033)
Acquisition of other intangible assets		(9,980)		(11,851)
Acquisitions of businesses, net of cash acquired		127		(517,909)
Other cash flows from investing activities		(250)		—
Net cash used in investing activities		(148,417)		(594,004)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt		500,000		222,000
Repayments of borrowings under the credit facility		(342,313)		(53,906)
Proceeds from the issuance of common stock		—		200,000
Taxes paid related to net settlement of stock-based compensation awards		(23,753)		(35,599)
Proceeds from exercise of stock options		4,469		14,190
Payments for debt issuance costs		(9,136)		—
Net cash provided by financing activities		129,267		346,685
Net change in cash, cash equivalents, and restricted cash		163,472		(21,792)
Effect of exchange rates on cash, cash equivalents and restricted cash		320		(645)
Cash, cash equivalents, and restricted cash at beginning of year		215,802		238,239
Cash, cash equivalents, and restricted cash at end of the period	$	379,594	$	215,802
SUPPLEMENTAL DISCLOSURE OF NON-CASH ITEMS
Cash paid for income taxes	$	1,163	$	7,895

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,
	2019		2018		2019		2018
Net income (loss)	$	(27,718)	$	(5,150)	$	(18,566)	$	78,481
Income taxes		(3,299)		231		(8,210)		2,952
Interest expense – net		6,189		2,163		20,493		3,530
Depreciation and amortization		32,488		24,153		115,449		85,940
EBITDA		7,660		21,397		109,166		170,903
Acquisition, restructuring and legal costs		966		1,913		4,105		7,578
Stock-based compensation²		18,073		18,816		72,879		55,261
Adjusted EBITDA	$	26,699	$	42,126	$	186,150	$	233,742

Net income (loss) per order	$	(0.60)	$	(0.12)	$	(0.10)	$	0.49
Adjusted EBITDA per order	$	0.58	$	0.98	$	1.04	$	1.47


	Three Months Ended December 31,				Year Ended December 31,
	2019		2018		2019		2018
Net income (loss)	$	(27,718)	$	(5,150)	$	(18,566)	$	78,481
Stock-based compensation²		18,073		18,816		72,879		55,261
Amortization of acquired intangible assets		13,367		11,377		50,712		42,484
Acquisition, restructuring and legal costs		966		1,913		4,105		7,578
Income tax adjustments		(8,916)		(9,384)		(35,883)		(30,544)
Non-GAAP net income (loss)	$	(4,228)	$	17,572	$	73,247	$	153,260
Weighted-average diluted shares used to compute net income (loss) per share attributable to common stockholders		91,509		93,144		92,759		92,354
Non-GAAP net income (loss) per diluted share attributable to common stockholders	$	(0.05)	$	0.19	$	0.79	$	1.66

² Stock-based compensation expense for the three months ended December 31, 2018 and the twelve months ended December 31, 2019 and 2018 included $4.8 million, $1.6 million and $4.8 million, respectively, of expense related to the accelerated vesting of equity awards to certain terminated acquired employees.

	Guidance
	Three Months Ended March 31, 2020
	Low		High
	(in millions)
Net loss	$	(36.0)	$	(28.5)
Income taxes		(12.1)		(9.6)
Interest expense – net		6.1		6.1
Depreciation and amortization		34.0		34.0
EBITDA		(8.0)		2.0
Acquisition, restructuring and legal costs		—		—
Stock-based compensation		23.0		23.0
Adjusted EBITDA	$	15.0	$	25.0

Note: For the full year 2020, we currently expect Adjusted EBITDA of at least $100 million, net interest expense of $25 million, depreciation and amortization expense of $145 million and stock-based compensation expense of $100 million.

Grubhub To Announce Fourth Quarter And Full Year 2019 Financial Results

CHICAGO, Jan. 23, 2020 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), the nation’s leading online and mobile food-ordering and delivery marketplace, today announced it will release fourth quarter and full year 2019 earnings results after the market close on Wednesday, Feb. 5, 2020, followed by a conference call to discuss its results on Thursday, Feb. 6, 2020, at 8:00 a.m. CT. Founder & CEO Matt Maloney and President & CFO Adam DeWitt will host the conference call.

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 recording of the webcast will be available on the website.

About Grubhub
Grubhub (NYSE: GRUB) is the nation’s leading online and mobile food-ordering and delivery marketplace with the largest and most comprehensive network of restaurant partners, as well as the largest diner base. Dedicated to connecting diners with the food they love from their favorite local restaurants, Grubhub strives to elevate food ordering through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. Grubhub is proud to work with more than 140,000 restaurant partners in over 2,700 U.S. cities and London. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, Tapingo, AllMenus and MenuPages.

GrubHub Logo

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Grubhub Reports Third Quarter 2019 Results

Grubhub generates 30% revenue growth in the third quarter

CHICAGO, Oct. 28, 2019 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), the nation’s leading online and mobile food-ordering and delivery marketplace, today announced financial results for the third quarter ended September 30, 2019 and also posted a letter to shareholders on its investor relations website. The Company reported revenues of $322 million, which is a 30% year-over-year increase from $247 million in the third quarter of 2018. Gross Food Sales grew 15% year-over-year to $1.4 billion, up from $1.2 billion in the same period last year.

“Our teams had another strong quarter of execution, adding nearly one million active diners and 15,000 restaurants to our platform,” said Matt Maloney, Grubhub founder and CEO. “As we detail in our shareholder letter, we are entering the next phase of growth in the U.S. online food ordering industry where it is increasingly important to create a differentiated experience for diners and long-term value for restaurants. We are excited to leverage the robust profitability of our core business and best-in-class restaurant-facing products to grow our two-sided marketplace in a sustainable manner.”

Third Quarter 2019 Highlights
The following results reflect the financial performance and key operating metrics of our business for the three months ended September 30, 2019, as compared to the same period in 2018.

Third Quarter Financial Highlights

Revenues: $322.1 million, a 30% year-over-year increase from $247.2 million in the third quarter of 2018.
Net Income: $1.0 million, or $0.01 per diluted share, a decrease from $22.7 million, or $0.24 per diluted share, in the third quarter of 2018.
Non-GAAP Adjusted EBITDA: $53.8 million, a 10% year-over-year decrease from $60.1 million in the third quarter of 2018.
Non-GAAP Net Income: $24.7 million, or $0.27 per diluted share, a decrease from $42.2 million, or $0.45 per diluted share, in the third quarter of 2018.

Third Quarter Key Business Metrics Highlights¹

Active Diners: 21.2 million, a 29% year-over-year increase from 16.4 million Active Diners in the third quarter of 2018.
Daily Average Grubs (DAGs): 457,300, a 10% year-over-year increase from 416,000 DAGs in the third quarter of 2018.
Gross Food Sales: $1.4 billion, a 15% year-over-year increase from $1.2 billion in the third quarter of 2018.

_____________________

¹ Key Business Metrics are defined on page 29 of our Annual Report on Form 10-K filed on February 28, 2019.

“Last year, in the fourth quarter, we made opportunistic investments to expand delivery market coverage, increase new diner advertising and accelerate our enterprise brand sales efforts. Through the third quarter of 2019, we believe all three of these initiatives had a positive impact on our business and long-term shareholder value,” said Adam DeWitt, Grubhub President and CFO. “Importantly, we demonstrated the ability to generate operating leverage consistently throughout 2019 with EBITDA per order increasing 31% from $0.98 in the fourth quarter of 2018 to $1.28 in the third quarter of 2019. We are excited to embark on the initiatives detailed in the shareholder letter to further differentiate our marketplace for both restaurants and diners and position us for maintaining, and eventually improving, profitability.”

Fourth Quarter 2019 Guidance
Based on information available as of October 28, 2019, the Company is providing the following financial guidance for the fourth quarter of 2019.

		Fourth Quarter 2019
		(in millions)
Expected Revenue range		$315 – $335
Expected Adjusted EBITDA range		$15 – $25

Third Quarter 2019 Financial Results Conference Call
Grubhub will webcast a conference call tomorrow at 8:00 a.m. CT to discuss the third quarter 2019 financial results. The webcast can be accessed on the Grubhub Investor Relations website at https://investors.grubhub.com, along with the Company’s letter to shareholders, earnings press release and financial tables. A replay of the webcast will be available at the same website.

Use of Forward Looking Statements
This press release contains forward-looking statements regarding Grubhub, “the Company’s” or our management’s future expectations, beliefs, intentions, goals, strategies, plans and prospects, including the expected benefits to, and financial performance of, Grubhub including its 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 substantial known and unknown risks, uncertainties and assumptions that could cause actual results, performance or achievements including, but not limited to, achievement of the benefits of our planned additional investments, 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 February 28, 2019, which is on file with the SEC and is available on the Investor Relations section of our website at https://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 September 30, 2019, which should be read in conjunction with these financial results. Please also note that forward-looking statements represent management’s beliefs and assumptions only as of the date of this press release. Except as required by law, we disclaim any intention to, and undertake 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.

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

	Three Months Ended September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
Revenues	$	322,053	$	247,225	$	970,881	$	719,536
Costs and expenses:
Operations and support		161,387		111,511		485,143		310,239
Sales and marketing		71,617		49,426		224,199		144,413
Technology (exclusive of amortization)		29,483		21,258		86,133		57,306
General and administrative		25,329		22,195		73,900		58,072
Depreciation and amortization		30,649		20,987		82,961		61,787
Total costs and expenses		318,465		225,377		952,336		631,817
Income from operations		3,588		21,848		18,545		87,719
Interest expense – net		6,025		337		14,304		1,367
Income (loss) before provision for income taxes		(2,437)		21,511		4,241		86,352
Income tax (benefit) expense		(3,447)		(1,234)		(4,911)		2,721
Net income attributable to common stockholders	$	1,010	$	22,745	$	9,152	$	83,631
Net income per share attributable to common stockholders:
Basic	$	0.01	$	0.25	$	0.10	$	0.94
Diluted	$	0.01	$	0.24	$	0.10	$	0.91
Weighted-average shares used to compute net income per share attributable to common stockholders:
Basic		91,349		90,494		91,159		89,027
Diluted		92,847		93,678		92,850		92,091

KEY BUSINESS METRICS

	Three Months Ended September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
Active Diners (000s)		21,197		16,379		21,197		16,379
Daily Average Grubs		457,300		416,000		488,800		425,300
Gross Food Sales (millions)	$	1,400	$	1,215	$	4,362	$	3,680

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


	September 30, 2019		December 31, 2018
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	394,000	$	211,245
Short-term investments		32,214		14,084
Accounts receivable, less allowances for doubtful accounts		123,309		110,855
Income tax receivable		2,227		9,949
Prepaid expenses and other current assets		18,632		17,642
Total current assets		570,382		363,775
PROPERTY AND EQUIPMENT:
Property and equipment, net of depreciation and amortization		160,368		119,495
OTHER ASSETS:
Other assets		25,452		14,186
Operating lease right-of-use asset		100,736		—
Goodwill		1,007,968		1,019,239
Acquired intangible assets, net of amortization		513,848		549,013
Total other assets		1,648,004		1,582,438
TOTAL ASSETS	$	2,378,754	$	2,065,708
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Restaurant food liability	$	130,544	$	127,344
Accounts payable		23,392		26,656
Accrued payroll		22,537		18,173
Current portion of long-term debt		—		6,250
Current operating lease liability		8,056		—
Other accruals		59,686		44,745
Total current liabilities		244,215		223,168
LONG-TERM LIABILITIES:
Deferred taxes, non-current		28,681		46,383
Noncurrent operating lease liability		111,554		—
Long-term debt		492,776		335,548
Other accruals		817		18,270
Total long-term liabilities		633,828		400,201
STOCKHOLDERS’ EQUITY:
Common stock, $0.0001 par value		9		9
Accumulated other comprehensive loss		(2,346)		(1,891)
Additional paid-in capital		1,144,541		1,094,866
Retained earnings		358,507		349,355
Total Stockholders’ Equity	$	1,500,711	$	1,442,339
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	2,378,754	$	2,065,708

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

	Nine Months Ended September 30,
	2019		2018
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	9,152	$	83,631
Adjustments to reconcile net income to net cash from operating activities:
Depreciation		21,665		16,189
Amortization of intangible assets and developed software		61,296		45,598
Stock-based compensation		54,806		36,445
Deferred taxes		(6,208)		2,048
Other		5,210		4,572
Change in assets and liabilities, net of the effects of business acquisitions:
Accounts receivable		(13,335)		(17,969)
Income taxes receivable		7,722		(5,533)
Prepaid expenses and other assets		(11,955)		(15,455)
Restaurant food liability		3,247		1,608
Accounts payable		(50)		5,265
Accrued payroll		4,366		5,311
Other accruals		20,088		3,752
Net cash provided by operating activities		156,004		165,462
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investments		(49,506)		(47,642)
Proceeds from maturity of investments		31,736		54,916
Capitalized website and development costs		(35,068)		(21,471)
Purchases of property and equipment		(42,702)		(31,984)
Acquisition of other intangible assets		(8,889)		—
Acquisitions of businesses, net of cash acquired		127		(366,856)
Other cash flows from investing activities		(250)		38
Net cash used in investing activities		(104,552)		(412,999)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt		500,000		175,000
Repayments of borrowings under the credit facility		(342,313)		(52,344)
Proceeds from the issuance of common stock		—		200,000
Taxes paid related to net settlement of stock-based compensation awards		(20,503)		(28,238)
Proceeds from exercise of stock options		4,040		13,010
Payments for debt issuance costs		(9,136)		—
Net cash provided by financing activities		132,088		307,428
Net change in cash, cash equivalents, and restricted cash		183,540		59,891
Effect of exchange rates on cash, cash equivalents and restricted cash		(293)		(406)
Cash, cash equivalents, and restricted cash at beginning of year		215,802		238,239
Cash, cash equivalents, and restricted cash at end of the period	$	399,049	$	297,724
SUPPLEMENTAL DISCLOSURE OF NON-CASH ITEMS
Cash paid for income taxes	$	567	$	7,508

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,
	2019		2018		2019		2018
Net income	$	1,010	$	22,745	$	9,152	$	83,631
Income taxes		(3,447)		(1,234)		(4,911)		2,721
Interest expense – net		6,025		337		14,304		1,367
Depreciation and amortization		30,649		20,987		82,961		61,787
EBITDA		34,237		42,835		101,506		149,506
Acquisition, restructuring and legal costs		1,312		3,024		3,139		5,665
Stock-based compensation		18,279		14,275		54,806		36,445
Adjusted EBITDA	$	53,828	$	60,134	$	159,451	$	191,616

Net income per order	$	0.02	$	0.59	$	0.07	$	0.72
Adjusted EBITDA per order	$	1.28	$	1.57	$	1.19	$	1.65


	Three Months Ended September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
Net income	$	1,010	$	22,745	$	9,152	$	83,631
Stock-based compensation		18,279		14,275		54,806		36,445
Amortization of acquired intangible assets		13,575		10,037		37,345		31,107
Acquisition, restructuring and legal costs		1,312		3,024		3,139		5,665
Income tax adjustments		(9,510)		(7,854)		(26,967)		(21,160)
Non-GAAP net income	$	24,666	$	42,227	$	77,475	$	135,688
Weighted-average diluted shares used to compute net income per share attributable to common stockholders		92,847		93,678		92,850		92,091
Non-GAAP net income per diluted share attributable to common stockholders	$	0.27	$	0.45	$	0.83	$	1.47

	Guidance
	Three Months Ended December 31, 2019
	Low		High
	(in millions)
Net loss	$	(44.8)	$	(33.9)
Income taxes		3.8		2.9
Interest expense – net		6.0		6.0
Depreciation and amortization		31.0		31.0
EBITDA		(4.0)		6.0
Acquisition, restructuring and legal costs		—		—
Stock-based compensation		19.0		19.0
Adjusted EBITDA	$	15.0	$	25.0

Grubhub To Announce Third Quarter 2019 Financial Results On Oct. 29, 2019

CHICAGO, Oct. 15, 2019 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), the nation’s leading online and mobile food-ordering and delivery marketplace, today announced it will host a conference call to discuss its third quarter financial results on Tuesday, Oct. 29, 2019, at 8:00 a.m. CT, following the release of the Company’s financial results. Founder & CEO Matt Maloney and President & CFO Adam DeWitt will host the webcast.

About Grubhub
Grubhub (NYSE: GRUB) is the nation’s leading online and mobile food-ordering and delivery marketplace with the largest and most comprehensive network of restaurant partners, as well as the largest diner base. Dedicated to connecting diners with the food they love from their favorite local restaurants, Grubhub strives to elevate food ordering through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. Grubhub is proud to work with more than 125,000 restaurant partners in over 2,400 U.S. cities and London. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, Tapingo, AllMenus and MenuPages.

GrubHub Logo

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Grubhub Reports Second Quarter 2019 Results

Grubhub generates 36% revenue growth in the second quarter

CHICAGO, July 30, 2019 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), the nation’s leading online and mobile food-ordering and delivery marketplace, today announced financial results for the second quarter ended June 30, 2019. The Company posted revenues of $325 million, which is a 36% year-over-year increase from $240 million in the second quarter of 2018. Gross Food Sales grew 20% year-over-year to $1.5 billion, up from $1.2 billion in the same period last year.

“The team continued executing in the second quarter, adding thousands of new, high-quality independent and enterprise restaurants and growing our active diner base to more than 20 million,” said Matt Maloney, Grubhub founder and CEO. “We are excited about the trajectory of our two-sided marketplace – both in terms of geographic diversity and depth in individual markets. Restaurants are increasingly valuing the incremental sales and products we provide, while diners highly regard our robust restaurant selection and consistently low transaction fees.”

Second Quarter 2019 Highlights

The following results reflect the financial performance and key operating metrics of our business for the three months ended June 30, 2019, as compared to the same period in 2018.

Second Quarter Financial Highlights

Revenues: $325.1 million, a 36% year-over-year increase from $239.7 million in the second quarter of 2018.
Net Income: $1.3 million, or $0.01 per diluted share, a 96% year-over-year decrease from $30.1 million, or $0.33 per diluted share, in the second quarter of 2018.
Non-GAAP Adjusted EBITDA: $54.7 million, a 19% year-over-year decrease from $67.4 million in the second quarter of 2018.
Non-GAAP Net Income: $24.9 million, or $0.27 per diluted share, a 46% year-over-year decrease from $46.3 million, or $0.50 per diluted share, in the second quarter of 2018.

Second Quarter Key Business Metrics Highlights¹

Active Diners: 20.3 million, a 30% year-over-year increase from 15.6 million Active Diners in the second quarter of 2018.
Daily Average Grubs (DAGs): 488,900, a 16% year-over-year increase from 423,200 DAGs in the second quarter of 2018.
Gross Food Sales: $1.5 billion, a 20% year-over-year increase from $1.2 billion in the second quarter of 2018.

“Our Adjusted EBITDA per order increased by $0.14 from the first quarter to $1.23 despite the headwind of the seasonally slower second quarter. This sequential improvement was primarily driven by increasing delivery efficiency, especially in our quickly ramping recently launched markets,” said Adam DeWitt, Grubhub president and CFO. “We have achieved this profitability improvement while extending our delivery business into smaller and less dense markets, setting us up for continued unit economic improvement as we head into our seasonally stronger months at the end of the year.”

Third Quarter and Full Year 2019 Guidance

Based on information available as of July 30, 2019, the Company is providing the following financial guidance for the third quarter and full year of 2019.

	Third Quarter 2019	Full Year 2019
	(in millions)
Expected Revenue range	$320 – $340	$1,340 – $1,390
Expected Adjusted EBITDA range	$53 – $60	$235 – $250

Second Quarter 2019 Financial Results Conference Call

Grubhub will webcast a conference call today at 9:00 a.m. CT to discuss the second quarter 2019 financial results. The webcast can be accessed on the Grubhub Investor Relations website at https://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.

About Grubhub

Grubhub (NYSE: GRUB) is the nation’s leading online and mobile food-ordering and delivery marketplace with the largest and most comprehensive network of restaurant partners, as well as the largest diner base. Dedicated to connecting diners with the food they love from their favorite local restaurants, Grubhub strives to elevate food ordering through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. Grubhub is proud to work with more than 125,000 restaurant partners in over 2,400 U.S. cities and London. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, Tapingo, AllMenus and MenuPages.

Use of Forward Looking Statements

This press release contains forward-looking statements regarding Grubhub, “the Company’s” or our management’s future expectations, beliefs, intentions, goals, strategies, plans and prospects, including the expected benefits to, and financial performance of, Grubhub including its 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 substantial 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 February 28, 2019, which is on file with the SEC and is available on the Investor Relations section of our website at https://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 June 30, 2019, which should be read in conjunction with these financial results. Please also note that forward-looking statements represent management’s beliefs and assumptions only as of the date of this press release. Except as required by law, we disclaim any intention to, and undertake 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, non-GAAP net income and non-GAAP net income 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.

^{_____________________________

1} Key Business Metrics are defined on page 29 of our Annual Report on Form 10-K filed on February 28, 2019.

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

	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Revenues	$	325,058	$	239,741	$	648,828	$	472,311
Costs and expenses:
Operations and support		162,406		102,445		323,756		198,728
Sales and marketing		74,128		46,231		152,582		94,987
Technology (exclusive of amortization)		29,400		18,717		56,650		36,048
General and administrative		25,784		18,180		48,571		35,877
Depreciation and amortization		27,223		19,849		52,312		40,800
Total costs and expenses		318,941		205,422		633,871		406,440
Income from operations		6,117		34,319		14,957		65,871
Interest expense – net		5,467		8		8,279		1,030
Income before provision for income taxes		650		34,311		6,678		64,841
Income tax (benefit) expense		(602)		4,191		(1,464)		3,955
Net income attributable to common stockholders	$	1,252	$	30,120	$	8,142	$	60,886
Net income per share attributable to common stockholders:
Basic	$	0.01	$	0.34	$	0.09	$	0.69
Diluted	$	0.01	$	0.33	$	0.09	$	0.67
Weighted-average shares used to compute net income per share attributable to common stockholders:
Basic		91,177		89,503		91,064		88,294
Diluted		92,786		92,503		92,852		91,297

KEY BUSINESS METRICS

	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Active Diners (000s)		20,288		15,581		20,288		15,581
Daily Average Grubs		488,900		423,200		504,900		430,000
Gross Food Sales (millions)	$	1,459	$	1,220	$	2,962	$	2,465

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



	June 30, 2019		December 31, 2018
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	358,847	$	211,245
Short-term investments		18,190		14,084
Accounts receivable, less allowances for doubtful accounts		123,801		110,855
Income tax receivable		9,520		9,949
Prepaid expenses and other current assets		23,752		17,642
Total current assets		534,110		363,775
PROPERTY AND EQUIPMENT:
Property and equipment, net of depreciation and amortization		148,995		119,495
OTHER ASSETS:
Other assets		23,166		14,186
Operating lease right-of-use asset		104,078		—
Goodwill		1,005,477		1,019,239
Acquired intangible assets, net of amortization		527,423		549,013
Total other assets		1,660,144		1,582,438
TOTAL ASSETS	$	2,343,249	$	2,065,708
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Restaurant food liability	$	124,261	$	127,344
Accounts payable		21,527		26,656
Accrued payroll		21,296		18,173
Current portion of long-term debt		—		6,250
Current operating lease liability		6,875		—
Other accruals		46,697		44,745
Total current liabilities		220,656		223,168
LONG-TERM LIABILITIES:
Deferred taxes, non-current		32,695		46,383
Noncurrent operating lease liability		114,724		—
Long-term debt		492,723		335,548
Other accruals		751		18,270
Total long-term liabilities		640,893		400,201
STOCKHOLDERS’ EQUITY:
Common stock, $0.0001 par value		9		9
Accumulated other comprehensive loss		(1,980)		(1,891)
Additional paid-in capital		1,126,174		1,094,866
Retained earnings		357,497		349,355
Total Stockholders’ Equity	$	1,481,700	$	1,442,339
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	2,343,249	$	2,065,708

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

	Six Months Ended June 30,
	2019		2018
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	8,142	$	60,886
Adjustments to reconcile net income to net cash from operating activities:
Depreciation		13,626		10,526
Deferred taxes		298		(3,308)
Amortization of intangible assets and developed software		38,686		30,274
Stock-based compensation		36,527		22,170
Other		3,240		3,042
Change in assets and liabilities, net of the effects of business acquisitions:
Accounts receivable		(13,349)		3,888
Income taxes receivable		429		1,882
Prepaid expenses and other assets		(14,857)		(8,446)
Restaurant food liability		(3,078)		(9,870)
Accounts payable		(10,216)		(107)
Accrued payroll		3,122		(1,961)
Other accruals		7,219		7,041
Net cash provided by operating activities		69,789		116,017
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investments		(25,526)		(44,271)
Proceeds from maturity of investments		21,636		29,116
Capitalized website and development costs		(22,188)		(13,145)
Purchases of property and equipment		(23,140)		(19,266)
Acquisition of other intangible assets		(8,889)		—
Acquisitions of businesses, net of cash acquired		127		737
Other cash flows from investing activities		—		24
Net cash used in investing activities		(57,980)		(46,805)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of senior notes		500,000		—
Repayments of borrowings under the credit facility		(342,313)		(51,562)
Proceeds from the issuance of common stock		—		200,000
Taxes paid related to net settlement of stock-based compensation awards		(15,360)		(18,717)
Proceeds from exercise of stock options		2,930		9,958
Payments for debt issuance costs		(8,954)		—
Net cash provided by financing activities		136,303		139,679
Net change in cash, cash equivalents, and restricted cash		148,112		208,891
Effect of exchange rates on cash, cash equivalents and restricted cash		(2)		(318)
Cash, cash equivalents, and restricted cash at beginning of year		215,802		238,239
Cash, cash equivalents, and restricted cash at end of the period	$	363,912	$	446,812
SUPPLEMENTAL DISCLOSURE OF NON-CASH ITEMS
Cash paid for income taxes	$	567	$	7,426

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

	Three Months Ended June 30,					Six Months Ended June 30,
	2019			2018		2019			2018
Net income	$	1,252		$	30,120	$	8,142		$	60,886
Income taxes		(602)			4,191		(1,464)			3,955
Interest expense – net		5,467	¹		8		8,279	¹		1,030
Depreciation and amortization		27,223			19,849		52,312			40,800
EBITDA		33,340			54,168		67,269			106,671
Acquisition, restructuring and legal costs		1,341			1,312		1,827			2,641
Stock-based compensation		20,049	²		11,939		36,527	²		22,170
Adjusted EBITDA	$	54,730		$	67,419	$	105,623		$	131,482

	Three Months Ended June 30,					Six Months Ended June 30,
	2019			2018		2019			2018
Net income	$	1,252		$	30,120	$	8,142		$	60,886
Stock-based compensation		20,049	²		11,939		36,527	²		22,170
Amortization of acquired intangible assets		11,828			9,527		23,770			21,070
Acquisition, restructuring and legal costs		1,341			1,312		1,827			2,641
Income tax adjustments		(9,595)			(6,628)		(17,457)			(13,305)
Non-GAAP net income	$	24,875		$	46,270	$	52,809		$	93,462
Weighted-average diluted shares used to compute net income per share attributable to common stockholders		92,786			92,503		92,852			91,297
Non-GAAP net income per diluted share attributable to common stockholders	$	0.27		$	0.50	$	0.57		$	1.02

	Guidance
	Three Months Ended September 30, 2019				Year Ended December 31, 2019
	Low		High		Low		High
	(in millions)
Net income (loss)	$	(1.6)	$	2.8	$	18.8	$	28.1
Income taxes		(0.9)		1.7		5.1		10.8
Interest expense ̶ net		6.5		6.5		21.3		21.3
Depreciation and amortization		30.0		30.0		114.0		114.0
EBITDA		34.0		41.0		159.2		174.2
Acquisition and restructuring costs		—		—		1.8		1.8
Stock-based compensation		19.0		19.0		74.0		74.0
Adjusted EBITDA	$	53.0	$	60.0	$	235.0	$	250.0

^{_____________________________}¹ Interest expense for the three and six months ended June 30, 2019 included $1.8 million and $1.9 million, respectively, of expense for the write-off of unamortized debt issuance costs in February and June of 2019.
²Stock-based compensation for the three and six months ended June 30, 2019 included $1.6 million of expense related to the accelerated vesting of equity awards to a terminated acquired employee.

Grubhub Q2 2019 Earnings Call

Grubhub To Announce Second Quarter 2019 Financial Results On July 30, 2019

CHICAGO, July 16, 2019 /PRNewswire/ — Grubhub Inc. (NYSE: GRUB), the nation’s leading online and mobile food-ordering and delivery marketplace, today announced it will host a conference call to discuss its second quarter financial results on Tuesday, July 30, 2019, at 9:00 a.m. CT, following the release of the Company’s financial results. Founder & CEO Matt Maloney and President & CFO Adam DeWitt will host the webcast.

About Grubhub
Grubhub (NYSE: GRUB) is the nation’s leading online and mobile food-ordering and delivery marketplace with the largest and most comprehensive network of restaurant partners, as well as the largest diner base. Dedicated to connecting diners with the food they love from their favorite local restaurants, Grubhub strives to elevate food ordering through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. Grubhub is proud to work with more than 115,000 restaurant partners in over 2,200 U.S. cities and London. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, Tapingo, AllMenus and MenuPages.

Grubhub Announces Pricing of $500 Million Senior Notes Offering

CHICAGO, June 6, 2019 /PRNewswire/ — Grubhub Inc. (NYSE:GRUB) (“Grubhub”), the nation’s leading online and mobile food-ordering and delivery marketplace, today announced that its wholly-owned subsidiary, Grubhub Holdings Inc. (“Grubhub Holdings”), has priced an offering of $500 million aggregate principal amount of new 5.500% senior notes due 2027 (the “notes”) in a private offering. The sale of the notes is expected to be completed on or about June 10, 2019, subject to customary closing conditions. The notes will be senior unsecured obligations of Grubhub Holdings and will be guaranteed by Grubhub and each of its domestic subsidiaries that serve as guarantors under Grubhub’s credit facility.

Grubhub intends to use the net proceeds from the offering primarily to repay the approximately $340 million of outstanding borrowings under its existing secured credit facility.

The notes and related guarantees are being offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), or outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the notes and related guarantees. Any offers of the notes and related guarantees are being made only by means of a private offering memorandum. The notes and related guarantees have not been registered under the Securities Act, or the securities laws of any other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from registration requirements.

About Grubhub

Grubhub (NYSE: GRUB) is the nation’s leading online and mobile food-ordering and delivery marketplace with the largest and most comprehensive network of restaurant partners, as well as the largest diner base. Dedicated to connecting diners with the food they love from their favorite local restaurants, Grubhub strives to elevate food ordering through innovative restaurant technology, easy-to-use platforms and an improved delivery experience. Grubhub is proud to work with more than 115,000 restaurant partners in over 2,200 U.S. cities and London. The Grubhub portfolio of brands includes Grubhub, Seamless, LevelUp, Tapingo, AllMenus and MenuPages.

Forward-Looking Statements

This press release contains “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, such as those regarding the closing of the notes offering, involve substantial known and unknown risks, uncertainties and assumptions that could cause actual results to differ materially from any future results expressed or implied by the forward-looking statements. Such risks and uncertainties include, but are not limited to, the closing of the notes offering as well as the other risks and uncertainties 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 February 28, 2019, which is on file with the SEC. Please also note that forward-looking statements represent management’s beliefs and assumptions only as of the date of this press release. Except as required by law, we disclaim any intention to, and undertake 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.

News Tag: Financial