Takeaway com : Full Year 2019 Results Presentation

Analyst Presentation FY 2019

February 2020

Today's presenters

Jitse Groen	Brent Wissink	Jörg Gerbig
Founder & Chief Executive Officer	Chief Financial Officer	Chief Operating Officer
Founded Takeaway.com in 2000	Joined Takeaway.com in 2011	Founded Lieferando.de in 2009

Experience

Experience

Experience

2 | Analyst presentation 2019

CEO UPDATE

3 | Analyst presentation 2019

Full year 2019 highlights

Active ConsumersOrdersGMV

19.5m	159m	€3,041m
(+38%)	(+70%)	(+70%)

Avg. Commission rateGross revenueGross profit

12.6%	€427m	€305m
(+0.5pp)	(+78%)	(+62%)

Marketing	Marketing % of	Adjusted EBITDA
gross revenue
€154m	36%	€12.3m
(+20%)	(-17pp)	(+209%)

4 | Analyst presentation 2019	Note: Growth percentages and percentage points are compared to FY 2018.
Revenue, marketing and marketing % revenue are reported before IFRS 15 adjustments for vouchers.

Business highlights 2019

• Completed integration of the acquired German businesses, leading to significant scale benefits
• Launched Takeaway Pay to unlock the B2B opportunity in existing Takeaway.com markets
• Payment Services licence from Dutch Central Bank granted
• Rolled out Scoober to 53 new cities in 2019, now active in 91 cities
• Furthered strengthened global partnership with McDonalds
• Signed on as one of the main sponsors of UEFA EURO 2020™
• Combination of Just Eat and Takeaway.com - valid acceptances at 96.3% of voting rights as at 6 February 2020
• Listing of Just Eat Takeaway.com N.V. on the London Stock Exchange

5 | Analyst presentation 2019

Sticky user base

Stable cohorts result in highly predictable revenues	Majority of orders from existing cohorts
Cumulative orders per consumer by monthly cohort1,2	Order split by cohort2,3

2019

2018

2017

2016

2015

2014

2013

2012

0

12

24

36

48

60

72

84

96

Months

Source: Company information

1 Represents The Netherlands, Germany, Belgium, Austria and Poland since January 2012.

2 Cohort refers to consumers grouped by the calendar period in which they each first placed an order with Takeaway.com. 3 Represents The Netherlands, Germany, Belgium, Austria and Poland

6 | Analyst presentation 2019

Orders from 2019 new consumers

Orders from 2018 new consumers

Orders from 2017 new consumers

Orders from 2016 new consumers

Orders from 2015 new consumers

Orders from 2014 new consumers

Orders from pre 2012 new consumers

2015	2016	2017	2018	2019

Marketing and % Scoober main drivers of profitability

2016

1 Full year figures

2 Adjusted for voucher expenses under IFRS 15

3 Not adjusted for voucher expenses under IFRS 15

2019

Marketing and Scoober main driver of group profitability1, 2

100%
Revenues	73%
	Gross
	margin	37%
	Cost of sales	EBITDA
	margin
	(27%)
	pre-marketing	3%
	Opex ex.		Adjusted
		EBITDA
	marketing		margin
	(36%)
			Marketing
			(34%)

49% Adjusted EBITDA margin in the Netherlands1, 3

100%	81%
Revenues
Gross
	62%
	margin	49%
		EBITDA
	Cost of sales	margin	Adjusted
	pre-marketing	EBITDA
	(19%)	Opex ex.	margin
		marketing	Marketing
		(19%)
		(13%)

7 | Analyst presentation 2019

Profitable business model

Adjusted EBITDA (€m)

		49%
		54% 59
		53
		58%
	63%	43
63%	35
26
							12
				5
				(12)	(14)	(14)	(11)
							(18)
					(24)		(28)
			(29)		(28)
			(39)	(37)
				(47)	(52)
	Netherlands	Germany	Other Leading		Group
					Markets

% Adjusted EBITDA margin					2015					2016					2017					2018					2019
(Netherlands)

1 Full year 2019

2 Adjusted for voucher expenses under IFRS 15

3 Not adjusted for voucher expenses under IFRS 15

Marketing and Scoober main driver of group profitability1,2

100%
Revenues	73%
	Gross
	margin	37%
	Cost of sales	EBITDA
	margin
	(27%)
	pre-marketing	3%
	Opex ex.		Adjusted
		EBITDA
	marketing		margin
	(36%)
			Marketing
			(34%)

49% Adjusted EBITDA margin in the Netherlands1,3

100%	81%
Revenues
Gross
	62%
	margin	49%
		EBITDA
	Cost of sales	margin	Adjusted
	pre-marketing	EBITDA
	(19%)	Opex ex.	margin
		marketing	Marketing
		(19%)
		(13%)

8 | Analyst presentation 2019

CFO UPDATE

9 | Analyst presentation 2019

GROUP RESULTS

10 | Analyst presentation 2019

Growth drivers

Active Consumers	11.5m	+23%	14.1m	+38%	19.5m
% of Returning Active Consumers1	59%		62%		66%

Order frequency of Returning Active Consumers2

10.7x	11.4x	13.2x
2017	2018	20193

1. Active Consumers who have ordered more than once in the preceding 12 months.
2. Orders made by Returning Active Consumers, divided by the average number of Returning Active Consumers.
3. Aggregated to include pre acquisition orders from acquired German Businesses.

11 | Analyst presentation 2019

Orders (m)

Growth	38%	38%	70%
Scoober Order %	1.4%	3.0%	5.4%
	68	94	159
	2017	2018	2019

12 | Analyst presentation 2019

Gross Merchandise Value (€m)

Growth	39%	36%	70%
Average Order Value	€19.2	€19.0	€19.1
	1,313	1,787	3,041
	2017	2018	2019

13 | Analyst presentation 2019

Gross revenue (€m)

Growth	49%	44%	78%

166	240	427
2017	2018	2019

14 | Analyst presentation 2019

Revenue drivers (€m)

	Growth share %	+64%	+5%	+6%	+3%	+78%
				14	8	427		416
			12
		153				-11
	240
	Gross revenue	GMV	Commission rate	Payment	Other	Gross revenue	Vouchers	Net revenue
	2018			service revenue		2019		2019
15	| Analyst presentation 2019

Gross profit (€m)

Growth	47%	38%	62%
Gross Margin	83%	81%	73%

136	189	305
2017	2018	2019

16 | Analyst presentation 2019

Cost by source1 (€m)

Growth	50%	28%	66%

404

244

191

2017

2018

2019

1. Cost by source excludes depreciation, amortisation, finance income and expenses, share-based payments, share of loss of joint ventures, non-recurring items and income tax expense. Includes all headquarter expenses.

17 | Analyst presentation 2019

FTE1 by department excluding couriers

FTE	761	1,432	2,433

										237
										381
							121			222
							193
		74			160			1,256
				100			707
			93
				355			251			337
				139
2017					2018			2019

1. FTE position at year-end.

18 | Analyst presentation 2019

Adjusted EBITDA1 (€m)

Group Adjusted EBITDA margin	-17%	-5%	3%

		12
-28	-11
2017	2018	2019

1. Profit or loss for the period before depreciation, amortisation, finance income and expenses, share-based payments, share of loss of joint ventures, non-recurring items and income tax expense. Includes all headquarter expenses.

19 | Analyst presentation 2019

Cash and cash equivalents (€m)

90	12
			244	15	50
		12
	-75
	-15

419

-489

-150

Cash end of 2018 Adjusted EBITDA Operating activities Investing and	Net cash before	Net cash outflow	Repayment of	Issue of equity1 Convertible bond1	RCF	Cash end of 2019
Financing activities	M&A activities	on acquisitions	bridge facility

1. Amounts include transaction cost

20 | Analyst presentation 2019

SEGMENT PERFORMANCE

21 | Analyst presentation 2019

Netherlands (m)

Active Consumers				Orders				GMV (€m)
Growth				Growth				Growth
20%	14%	12%		30%	19%	16%		32%	22%	21%

3.5	4.0	4.5
2017	2018	2019

27	33	38
2017	2018	2019

552	674	814
2017	2018	2019

22 | Analyst presentation 2019

Netherlands (€m)

Gross revenue				Marketing				Adjusted EBITDA
Growth				Growth				Growth
35%	32%	23%		32%	6%	13%		24%	24%	11%
Average Commission Rate			As % of Gross revenue				As % of Gross revenue

	12.3%	13.4%	13.6%	18%	14%	13%	58%	54%	49%
	74	98	121	13	14	16	43	53	59
	2017	2018	2019	2017	2018	2019	2017	2018	2019
23	| Analyst presentation 2019

Germany (m)

Active Consumers

Growth

27%17%66%

Orders				GMV (€m)
Growth				Growth
38%	36%	113%		41%	39%	118%

5.0	5.8	9.6

201720182019

24	33	69
2017	2018	2019

480	665	1,452
2017	2018	2019

24 | Analyst presentation 2019

Germany (€m)

Gross revenue				Marketing				Adjusted EBITDA
Growth				Growth				Growth
57%	49%	145%		38%	5%	15%		-19%	22%	114%
Average Commission Rate			As % of Gross revenue				As % of Gross revenue

	10.5%	11.3%	12.5%	122%	86%	40%	-81%	-43%	2%
									5
							-47	-37
	58	86	211	71	74	85
	2017	2018	2019	2017	2018	2019	2017	2018	2019
25	| Analyst presentation 2019

Other Leading Markets (m)

Active Consumers				Orders				GMV (€m)
Growth				Growth				Growth
47%	43%	26%		55%	69%	81%		55%	59%	73%

3.0	4.3	5.4
2017	2018	2019

17	29	52
2017	2018	2019

281	448	776
2017	2018	2019

26 | Analyst presentation 2019

Other Leading Markets (€m)

Gross revenue				Marketing				Adjusted EBITDA
Growth				Growth				Growth
75%	63%	71%		53%	22%	34%		-73%	-18%	-86%
Average Commission Rate			As % of Gross revenue				As % of Gross revenue

	11.2%	11.7%	11.6%	96%	72%	56%	-69%	-50%	-54%
							-24	-28	-52
	34	56	95	33	40	54
	2017	2018	2019	2017	2018	2019	2017	2018	2019
27	| Analyst presentation 2019

CONCLUSION

28 | Analyst presentation 2019

Clear and defined strategy positioning the company for future growth

Maintain and expand market leadership

Continue to enhance brand awareness across countries

Further enhance the technology platform and mobile applications to drive adoption

Improve profitability

Maintain disciplined portfolio management

Further develop Scoober in selected markets

29 | Analyst presentation 2019

29

Conclusion

• Continued strong order and revenue growth in 2019
• Significantly increased our scale, both in Germany as well as other segments
• Integrated acquired German businesses and achieved our synergy target of EUR 60 million annually
• Reached positive adjusted EBITDA in 2019, while we continued to invest in all markets

30 | Analyst presentation 2019

Q&A

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Disclaimer

This document contains certain forward-looking statements with respect to the financial position and results of Takeaway.com's activities. Any statements contained herein that are not statements of historical fact are forward-looking statements. Some of the forward-looking statements may be identified by words like "expects", "anticipates", "plans", "intends", "projects", "indicates" and similar expressions. We have based these forward-looking statements on our current expectations and projections about future events, including numerous assumptions regarding our present and future business strategies, operations and the environment in which we will operate in the future. Forward-looking statements are not guarantees of future performance and involve a number of risks, uncertainties and assumptions. Although we believe that the expectations reflected in such forward looking statements are based on reasonable assumptions, our actual results and performance could differ materially from those set forth in the forward looking statements.

No statement in this presentation is intended to be a profit forecast.

Statements regarding market share, including Takeaway.com's competitive position, contained in this document are based on outside sources such as specialised research institutes, industry and dealer panels in combination with management estimates.

The forward-looking statements contained herein speak only as of the date they are made. We do not assume any obligation to update any public information or forward-looking statement in this document to reflect events or circumstances after the date of this document, except as may be required by applicable laws.

You will be solely responsible for your own assessment of the market and the market position of Takeaway.com and you will conduct your own analysis and be solely responsible for forming your own view of the potential future performance of Takeaway.com's business.

This document does not constitute or form part of, and should not be constructed as, an offer or invitation to subscribe for or purchase any Takeaway.com securities.

32 | February 2020 | Company Update