Marley Spoon Group SE: Marley Spoon is Coming Home and Celebrates Listing at Frankfurt Stock Exchange with Opening Bell

Marley Spoon is Coming Home and Celebrates Listing at Frankfurt Stock Exchange with Opening Bell

Berlin, 11 July 2023: Marley Spoon Group SE (trading as 468 SPAC II SE until 13 July, hereinafter “Marley Spoon Group” or “MSG”) today celebrates its business combination with Marley Spoon SE (hereinafter “Marley Spoon” or the “Company”), a leading global subscription-based meal kit provider.

• Marley Spoon celebrates its listing on the Frankfurt Stock Exchange
• Successful closing of the business combination with Marley Spoon Group

Fabian Siegel, Founder and CEO, Marley Spoon: "Today is an amazing day for Marley Spoon. We are delighted to join some of the world's most renowned brands and companies on the Frankfurt Stock Exchange, which we believe exhibits technological affinity and liquidity, and which is the more natural listing venue for Marley Spoon, a European-based company founded in Berlin in 2014. While we celebrate our successful listing today, our focus is fully on the future: we look forward to building on our success to continue our growth story. We are excited to embark on this new trajectory for our business along with our team members, our customers and our investors, and lead the digital transformation of our industry."

Marley Spoon will join the company of other listed tech companies at the Frankfurt Stock Exchange.

Alexander Kudlich, General Partner, 468 Capital: "We are pleased to announce that Marley Spoon Group has completed the Business Combination Agreement with Marley Spoon to list the Company from Australia's ASX to the Frankfurt Stock Exchange - Frankfurt being the natural location for Marley Spoon's listing. The transaction will strengthen Marley Spoon’s balance sheet and drive continued growth. Congratulations and thank you to everyone involved."

Following completion of the business combination, Marley Spoon Group now holds shares representing 84% of the Company. Marley Spoon Group’s intention remains to make a direct offer to acquire the outstanding CDIs from Marley Spoon CDI Holders The launch of the direct offer to Marley Spoon CDI holders is expected in August 2023, which in due course would result in the delisting of Marley Spoon CDIs from the ASX. The means by which this will be effected will depend on the ownership of Marley Spoon Group in Marley Spoon post closing of the direct offer.

Marley Spoon Group’s shares are trading on the Regulated Market (General Standard) of the Frankfurt Stock Exchange under the ISIN LU2380748603 and, from 13 July 2023 onwards, the trading symbol MS1 (until then the trading symbol is SPV2).

Information refers to information from the IR website of 468 SPAC2 and Marley Spoon. The newly launched Marley Spoon Group IR website is live as of today. Live Link of the Opening Bell.

About Marley Spoon Group SE

Marley Spoon Group SE, through its subsidiary Marley Spoon, is a global direct-to-consumer (DTC) meal-kit company. Our Vision is to “Build a better everyday, just for you, just right”. We started Marley Spoon in 2014 to help our customers to cook for their families and deal with their busy lives. We also felt there should be a more sustainable way to cook at home, reducing food waste that traditional supermarket supply chains generate. Marley Spoon currently operates various brands in three regions: Australia, the United States, and Europe (Austria, Belgium, Germany, Denmark, and the Netherlands). Our meal-kit brands, Marley Spoon, Martha Stewart & Marley Spoon, and Dinnerly, bring pre-portioned fresh ingredients with tasty and simple recipes and other eating solutions reliably to our customers every week. Our customers just decide what to eat, when to eat, and leave behind the hassle of grocery shopping. Chefgood is our direct-to-consumer ready-to-heat (RTH) service that offers premium-priced, high-quality, healthy, and nutritious RTH meals and eating solutions for our wellness and health-focused customers.

Marley Spoon's company culture is defined by autonomy, transparency and accountability. We are driven by our purpose, we are ambitious, and overall we believe in principles over policies. We are proud to have an international, diverse team with a balanced team-member gender ratio, and we continually strive to build the best team.

About 468 Capital

468 SPAC II SE is a Luxembourg special purpose acquisition company (SPAC) sponsored by Alexander Kudlich, Ludwig Ensthaler and Florian Leibert, the General Partners of technology investment firm 468 Capital.

Disclaimer

This announcement constitutes neither an offer to sell nor a solicitation to buy securities. Certain statements contained in this release may constitute “forward-looking statements” that involve a number of risks and uncertainties. Forward-looking statements are generally identifiable by the use of the words “may”, “will”, “should”, “plan”, “expect”, “anticipate”, “estimate”, “believe”, “intend”, “project”, “goal” or “target” or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are based on assumptions, forecasts, estimates, projections, opinions or plans that are inherently subject to significant risks, as well as uncertainties and contingencies that are subject to change. No representation is made or will be made by 468 SPAC II SE (to be changed in MARLEY SPOON GROUP SE) (thereafter “MARLEY SPOON GROUP SE”) or any of their respective affiliates that any forward-looking statement will be achieved or will prove to be correct. The actual future business, financial position, results of operations and prospects may differ materially from those projected or forecast in the forward-looking statements. Neither MARLEY SPOON GROUP SE nor any of their respective affiliates assume any obligation to update, and do not expect to publicly update, or publicly revise, any forward-looking statements or other information contained in this release, whether as a result of new information, future events or otherwise, except as otherwise required by law.