NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE DISCLAIMER AT THE END OF THE PRESS RELEASE.

Delivery Hero intends to place up to c. 68 Million Class A Shares in Deliveroo PLC

Berlin, 29 January 2024 – Delivery Hero SE (“Delivery Hero”, the “Company”), the world’s leading local delivery platform, intends to place up to 68,206,076 Class A ordinary shares of Deliveroo PLC (“Deliveroo”) through an accelerated bookbuild offering with institutional investors (the “Placement”). The Placement represents c. 4.5% of Deliveroo’s Class A share capital. The sale underlines Delivery Hero’s commitment to disciplined capital allocation. Proceeds will be used for general corporate purposes.

Barclays Bank Ireland PLC, Goldman Sachs Bank Europe SE and Morgan Stanley Europe SE are acting as Joint Bookrunners for the Placement.

The bookbuild will commence immediately, and the Joint Bookrunners reserve the right to close the books at any time. The results of the Placement will be announced following pricing. The Placement is expected to settle on 1 February 2024. Following settlement, the Company does not expect to hold any remaining shares in Deliveroo.

ABOUT DELIVERY HERO 
Delivery Hero is the world’s leading local delivery platform, operating its service in over 70 countries across Asia, Europe, Latin America, the Middle East and Africa. The Company started as a food delivery service in 2011 and today runs its own delivery platform on four continents. Additionally, Delivery Hero is pioneering quick commerce, the next generation of e-commerce, aiming to bring groceries and household goods to customers in under one hour and often in 20 to 30 minutes. Headquartered in Berlin, Germany, Delivery Hero has been listed on the Frankfurt Stock Exchange since 2017 and is now part of the MDAX stock market index. For more information, please visit www.deliveryhero.com.

***

MEDIA CONTACT

Isobel Hambleton

Corporate Communications

+49 151 54 66 00 56

press@deliveryhero.com

INVESTOR RELATIONS CONTACT

Christoph Bast

Head of Investor Relations

+49 160 30 13 435

ir@deliveryhero.com

DISCLAIMER

This release is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada or Japan. It does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States, Australia, Canada or Japan. The shares mentioned herein have not been, and will not be, registered under the US Securities Act of 1933, as amended (the “Securities Act”). The shares may not be offered or sold in the United States, except pursuant to an exemption from the registration requirements of the Securities Act.

This publication constitutes neither an offer to sell nor a solicitation to buy securities.

This release may in the United Kingdom only be distributed to, and is only directed at, persons who are “qualified investors” within the meaning of Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018, and who are also (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), or (ii) persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as “Relevant Persons”). This release is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity in shares of the Company is available only to Relevant Persons and will be engaged in only with Relevant Persons.

The Joint Bookrunners are acting exclusively for the Seller and no-one else. They will not regard any other person as their respective clients and will not be responsible to anyone other than the Seller for providing the protections afforded to their respective clients, nor for providing advice in relation to the contents of this announcement or any transaction, arrangement or other matter referred to herein.

In connection with the placement, the Joint Bookrunners and any of their affiliates, acting as investors for their own accounts, may subscribe for or purchase securities of Deliveroo PLC and may otherwise deal for their own accounts. Accordingly, references to the securities being issued or sold should be read as including any issue, offer or sale to the Joint Bookrunners and any of their affiliates acting as investors for their own accounts. In addition the Joint Bookrunners or their respective affiliates may enter into financing arrangements and swaps with investors in connection with which the Joint Bookrunners (or their affiliates) may from time to time acquire, hold or dispose of Deliveroo PLC’s shares. The Joint Bookrunners do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.