EQS-Adhoc: Delivery Hero SE: Uber Technologies acquires foodpanda business in Taiwan and minority stake in Delivery Hero

Berlin, 14. May 2024 − Today, Delivery Hero SE (“Delivery Hero” or the “Company”, ISIN: DE000A2E4K43, Frankfurt Stock Exchange: DHER) signed a share purchase agreement to sell its foodpanda business in Taiwan – through the sale of its subsidiaries DH Stores (Taiwan) Co., Ltd. and Foodpanda Taiwan Co., Ltd. − to Uber Technologies, Inc. (the “Transaction”). The purchase price for the Transaction amounts to USD 950 million on a cash and debt free basis, subject to certain adjustments. The Transaction is targeted to close in H1 2025, subject to the fulfillment of customary closing conditions and obtaining required regulatory approvals, including merger control approval. The parties agreed to appropriate deal protections to ensure strong alignment to close the Transaction.

Additionally, the Management Board, with the approval of the Supervisory Board, resolved on a EUR 278 million (corresponding to USD 300 million) capital increase against cash contributions under exclusion of shareholders’ pre-emptive rights and partially utilizing the Company’s authorized capital by issuing 8,421,818 new ordinary registered shares with no-par value (the “New Shares”) at a placement price of EUR 33.00 per New Share (the “Capital Increase”). In this regard, SMB Holding Corporation, a wholly-owned subsidiary of Uber Technologies, Inc., has agreed to subscribe for the New Shares, representing approx. 2.98% of the Company’s share capital (post implementation of the capital increase). The New Shares will be subject to a lock-up period of 45 days, subject to customary exceptions. The Company intends to use the net proceeds from the Capital Increase to buy back convertible bonds to enhance its capital structure. The Company will evaluate partial redemptions of convertible bonds through over-the-counter transactions in the coming months. Further announcements regarding any capital structure management measures would be made in accordance with legal requirements.

The foodpanda operations in Taiwan generated a GMV of EUR 1.6 billion and were breakeven in terms of adjusted EBITDA (before the allocation of group costs), based on LTM (last twelve months) figures ending March 31, 2024.⁽¹⁾

⁽¹⁾ Regarding the definition of the alternative performance measure GMV and adjusted EBITDA, as well as related information, the Company refers to the corresponding definition included in its 2023 Annual Report in chapter “A. Group Profile” of the Combined Management Report, which has been published on the Company’s Investor Relations website.

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Disclaimer

This release may contain forward looking statements, estimates, opinions and projections with respect to anticipated future performance of Delivery Hero SE ("forward-looking statements"). These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes," "estimates," "anticipates," "expects," "intends," "may," "will" or "should" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. Forward-looking statements are based on the current views, expectations and assumptions of the management of Delivery Hero SE and involve significant known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Forward-looking statements should not be read as guarantees of future performance or results and will not necessarily be accurate indications of whether or not such results will be achieved. Any forward-looking statements included herein only speak as at the date of this release. We undertake no obligation, and do not expect to publicly update, or publicly revise, any of the information, forward-looking statements or the conclusions contained herein or to reflect new events or circumstances or to correct any inaccuracies which may become apparent subsequent to the date hereof, whether as a result of new information, future events or otherwise. We accept no liability whatsoever in respect of the achievement of such forward-looking statements and assumptions.

1902031  14-May-2024 CET/CEST