Just Eat Takeaw Regulatory News (JET)

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Amsterdam, 2 March 2022

Full Year 2021 Results

Revenue[1] up 33% to €5.3 billion, increasing focus on profitability going forward

Statement of Jitse Groen, CEO of Just Eat Takeaway.com: "After a period of significant investment, and with adjusted EBITDA losses having peaked in the first half of 2021, the Company is now rapidly progressing towards profitability. While the Northern European segment, with an adjusted EBITDA of €256 million in 2021, is the most profitable segment in the industry already, we also concluded the year with much improved adjusted EBITDA in our other operating segments. The team is working hard to make 2022 a successful year for both the Company and all our stakeholders."

● 2021 was a year of strong growth driven by the Company's investments during the pandemic. Revenue on a combined basis grew by 33% to €5.3 billion in 2021, compared with €4.0 billion in 2020. The adjusted EBITDA margin[2] improved substantially in the fourth quarter of 2021, and as a result the adjusted EBITDA margin for the full year of 2021 was minus 1.2% of GTV, well within the guided range of minus 1% and minus 1.5% of GTV.

● Northern Europe was the most profitable segment in the industry with an adjusted EBITDA of €256 million in 2021. In the UK and Ireland, the Company doubled orders in the past two years and is now on a clear path to profitability. In Southern Europe and ANZ, high investments into leading positions doubled the segment, in terms of orders, during the pandemic, with profitability improving going forward.

● In North America, both in the US and Canada, various states, provinces and local governments imposed mandatory fee caps on online food delivery marketplaces. This had a significant impact of €192 million on adjusted EBITDA. At the end of 2021, many of these have expired, but they remain in place in major US cities such as New York City and San Francisco.

● Brazilian market leader iFood continued to deliver strong growth in 2021. GTV grew 55% in 2021 compared with 2020 and revenue grew 51% in the same period.

● The Company's business has accelerated with Active Consumers, Average Monthly Order Frequency, Returning Consumers and Average Transaction Values (ATVs) improving to above pre-pandemic levels.

● Just Eat Takeaway.com raised €1.1 billion of convertible bonds in February 2021 and secured an additional €300 million of funding through a two-year term loan at favourable terms in December 2021, resulting in a strong cash base to finance its operational cashflows and business plan with €1.3 billion cash on its balance sheet as of 31 December 2021. The maturity profile on the Company's debt is well aligned with the guided profitability improvements. Management believes that its strong cash position, balance sheet optionality in the form of its iFood stake, as well as its intentions to seek a strategic partner in the US, provide a solid foundation for the future.

● The Loss for the period on an IFRS basis was €1,044 million in 2021, compared with €151 million in 2020. Operating losses in 2021 were mainly driven by investments in historically underinvested legacy Just Eat markets to reposition the business for online share gains. In addition, Loss for the period was caused by (i) a significant increase of depreciation, amortisation and impairment, (ii) an increase of financing expenses and (iii) one-off integration cost. All three items were directly related to the acquisitions made in the last three years and in aggregate amounted to approx. €350 million in 2021.

● Management reiterates the following financial targets:

o GTV to grow by mid-teens percentage points year-on-year in 2022

o 2021 has been the peak year of losses, with 2022 adjusted EBITDA margin improving to the range of minus 0.6% to minus 0.8% of GTV

o In excess of €30 billion of GTV to be added over the next five years

o Long-term group adjusted EBITDA margin in excess of 5% of GTV

● To concentrate on leadership positions and profit pools, Just Eat Takeaway.com management intends to discontinue[3] its operations in Norway and Portugal, anticipated to be effective as of 1 April 2022. Adjusted EBITDA in Norway and Portugal is approximately minus €10 million on an annual basis and the impact on Orders, GTV and Revenue is immaterial.

● In line with its recent announcement to delist from Nasdaq to reduce costs and complexity, Just Eat Takeaway.com confirms that the last trading day of its American Depositary Shares (ADSs) on Nasdaq is expected to be 11 March 2022. Trading of its ADS on the OTC Markets via a sponsored Level 1 programme is expected to begin on 14 March 2022.

● Today, Just Eat Takeaway.com published its annual report 2021. A copy of the annual report is available on the Company's website at https://www.justeattakeaway.com/investors/. In addition, a copy of the annual report will be submitted to the National Storage Mechanism and the annual report will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

Just Eat Takeaway.com N.V. (LSE: JET, AMS: TKWY, NASDAQ: GRUB), hereinafter the "Company", or together with its group companies "Just Eat Takeaway.com", one of the world's largest online food delivery marketplaces, hereby reports its financial results for the full year 2021.

Performance highlights

Segment information

As announced at the Capital Markets Day on 21 October 2021, the Company changed its reporting structure to better reflect the Company's existing organisational and management structure and provide investors with greater clarity on Just Eat Takeaway.com's underlying business performance across its regions. The four operating segments comprise: North America, Northern Europe, United Kingdom and Ireland, and Southern Europe and Australia New Zealand (ANZ). Northern Europe comprises Austria, Belgium, Denmark, Germany, Luxembourg, Norway, Poland, Slovakia, Switzerland and the Netherlands. The Southern Europe and ANZ segment comprises Australia, Bulgaria, France, Israel, Italy, New Zealand, Portugal, Romania, and Spain.

We have non-controlling interests in businesses in Brazil, classified as an associate for accounting purposes and therefore not consolidated, with their results recognised as a single line item below operating results.

Head office and allocations

As from 2020, head office was no longer fully allocated to segments and is now reported separately. Head office relates to non-allocated expenses and includes all central operating expenses such as staff costs and project expenses for global support teams like legal, finance, business intelligence, human resources, and Management Board. Not included in head office are costs of global IT and product functions, which are allocated to countries and therefore included in segment Adjusted EBITDA. Head office expenses increased to €208 million in 2021 from €165 million in 2020. This increase of 26% is lower than the organic growth in the business and is driven mainly by investments we made in the expansion of global teams to support growth and drive business efficiencies.

North America

1 The Grubhub and Just Eat businesses were consolidated on an IFRS basis from 15 June 2021 and 15 April 2020 respectively. These figures are presented as if the combination was completed on 1 January 2020 to provide comparable information for the full twelve months period. These numbers are unaudited.

2 Change at constant currency level for GTV is 19%.

3 Change at constant currency level for Revenue is 19%.

4 As percentage of GTV full twelve months period. GTV value is unaudited.

In North America, Orders organically grew 19%, partly driven by expansion of our local loyalty programmes; GH+ (US) and Skip Rewards (Canada). In the US, Orders generated by the millions of GH+ subscribers accounted for approximately 25% of total Orders by the end of 2021, whilst in Canada the programme has increased consumer engagement and loyalty.

In both the US and Canada, various states, provinces and local governments imposed mandatory fee caps on online food delivery marketplaces. This had a significant €192 million impact on revenue. At the end of 2021, many of these have expired, but they remain in place in major US cities such as New York City and San Francisco. In Canada, the British Columbia cap was extended until the end of 2022, whereas the other remaining provincial caps are engaged by indoor dining prohibitions and emergency orders. We have continued to support partners during this difficult period, but we believe permanent fee caps are illegal. Together with certain competitors, we filed lawsuits against San Francisco (July 2021) and New York City (September 2021).

Despite the above-mentioned fee caps, revenue in our North America segment grew 17%, in line with GTV. This is a result of our increasing Delivery share of Orders and their associated delivery fees.

Adjusted EBITDA decreased to minus €28 million in 2021 from €166 million in 2020, with the adjusted EBITDA as percentage of GTV falling to 0% from 2% in 2020. The lower Adjusted EBITDA reflected mainly the impact of commission fee caps and Covid-19 voluntary rebates contributing to €91 million change year-on-year, as well as increased courier costs, due to mostly temporary factors including a labour shortage as a result of increased demand.

Northern Europe

1The Just Eat business was consolidated from 15 April 2020. These figures are presented as if the combination was completed on 1 January 2020 to provide comparable information for the full twelve months period. These numbers are unaudited.

2Change at constant currency level for GTV is 43%.

3Change at constant currency level for Revenue is 43%.

4As percentage of GTV full twelve months period. GTV value is unaudited.

In Northern Europe, Just Eat Takeaway.com processed 296 million orders in 2021, representing a growth rate of 35% compared with 2020, with a strong performance in both Marketplace and Delivery. GTV increased by 42% year-on-year, outperforming order growth by 7 percentage-points. This was driven by higher basket values during the Covid-19 pandemic lockdown periods.

Revenue grew by 43% to €1,064 million in 2021 from €745 million in 2020. This was driven by the Order growth, as well an increase in the delivery share and an uplift in delivery fees in the second half of 2021. This was complimented by an increase in our ancillary revenue, predominantly driven by promoted placement.

Adjusted EBITDA increased 18% to €256 million in 2021 from €217 million in 2020, despite investment in the expansion of the Delivery business, as well as in our partner network and marketing. The Adjusted EBITDA margin remained at 4%, with strong operational leverage in many of our mature markets resulting in the highest Adjusted EBITDA margin as a percentage of GTV within Just Eat Takeaway.com.

United Kingdom and Ireland

1The Just Eat business was consolidated from 15 April 2020. These figures are presented as if the combination was completed on 1 January 2020 to provide comparable information for the full twelve months period. These numbers are unaudited.

2Change at constant currency level for GTV is 42%.

3Change at constant currency level for Revenue is 57%.

4As percentage of GTV full twelve months period. GTV value is unaudited.

In the United Kingdom and Ireland, revenue grew by 63% year-on-year to €1,249 million in 2021 from €768 million in 2020, with clear market leadership and strong 52% Order growth. The revenue growth rate was higher than the order growth rate, aided by the increase in percentage of Delivery orders to 39% in 2021 from 15% in 2020.

This rapid shift in the order mix to Delivery reflects the strong growth with branded chains partnerships seen in 2021 and contributed to lower Average Transaction Values compared with 2020. Following the successful launch of our employed courier model in London last year, the operation expanded into a further five UK cities in 2021.

Adjusted EBITDA was minus €107 million in 2021 from €237 million in 2020, with the Adjusted EBITDA margin as a percentage of GTV declining to minus 2% in 2021 from 5% in 2020. The lower Adjusted EBITDA reflected our continued investments to win online share, including the expansion of partners choice particularly with branded chains, marketing particularly through our UEFA™ sponsorship, and growth in our Delivery business with a period of reduced delivery fees for our consumers.

Southern Europe and ANZ

1The Just Eat business was consolidated from 15 April 2020. These figures are presented as if the combination was completed on 1 January 2020 to provide comparable information for the full twelve months period. These numbers are unaudited.

2Change at constant currency level for GTV is 35%.

3Change at constant currency level for Revenue is 45%.

4As percentage of GTV full twelve months period. GTV value is unaudited.

In 2021, Southern Europe and ANZ Orders and GTV grew 38% year-on-year, while revenue growth outperformed both GTV and Orders and reached 48% growth year-on-year. This was the result of a continued mix shift towards Delivery orders, particularly in Australia, as well as an increase in delivery fees in the second half of 2021. The share of Delivery orders increased to 40% in 2021 from 28% in 2020, partially driven by the focus on growing partner supply, particularly branded chains.

In 2021, Australia was one of Just Eat Takeaway.com's fastest growing markets in terms of order numbers, demonstrating a significant turnaround in performance following online share declines prior to the combination between Takeaway.com and Just Eat.

Adjusted EBITDA was minus €262 million in 2021 compared with minus €92 million in 2020, with the Adjusted EBITDA margin as a percentage of GTV falling to minus 9% from minus 4% in 2020. This reduction in Adjusted EBITDA was particularly the result of investment in legacy Just Eat markets, which were underfunded historically. This included investment in marketing, leveraging our global campaign and UEFA™ sponsorship, our Delivery business, expanding the coverage and introducing a period of reduced pricing delivering a competitive value proposition to our consumers, and significantly expanding our partner coverage.

CFO update and financial review

The financial information included in the CFO update and financial review is derived from the condensed consolidated financial statements, as integrated into this document. This section is reported on an IFRS basis, which means that business combinations have been included as from the acquisition date ('transfer of control'), both in 2021 and 2020.

Financial Statements review - on an IFRS basis

Main changes in consolidation

- On 30 September 2021 the Company completed the acquisition of 100% of the shares of Bistro.sk ("Bistro Acquisition".

- On 15 June 2021 the Company completed the acquisition of 100% of the shares of Grubhub ("Grubhub Acquisition").

- On 15 April 2020 the Company completed the acquisition of 100% of the shares of Just Eat ("Just Eat Acquisition").

Revenue

Just Eat Takeaway.com has revised its disaggregation of revenue in 2021 due to the evolving landscape of Just Eat Takeaway.com, in particular the diversification of fee and fulfillment models (including those of the newly acquired Grubhub). The previous disaggregation of revenue therefore has become less meaningful because across our order-driven revenue generating activities there is no significant variation in how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. The revised disaggregation distinguishes between revenues which are earned directly from orders placed on Just Eat Takeaway.com's platforms and revenues which are not. The comparatives have been adjusted accordingly.

Revenue is presented net of any discounts provided to partners or consumers, VAT and other sales-related taxes.

Order-driven revenue

Order-driven revenue consists of all revenue streams, which are earned from orders placed on Just Eat Takeaway.com's platforms. Order-driven revenue is earned from partners and consumers and primarily includes commission fees and consumer delivery fees, which are charged on a per order basis.

Order-driven revenue increased 118% to €4.3 billion in 2021. This growth was predominantly driven by the full 12 months of combination with Just Eat as compared to 8.5 months last year, the combination with Grubhub, as well as strong order performance with noticeable shift toward Delivery, expansion of partnership with branded chains and an uplift in delivery fee in the second half of the year, resulting in higher revenue from consumer fees. This growth was partly offset by €230 million of governmentally imposed commission caps and voluntary partner support packages that we provided to our partners during the Covid-19 pandemic.

Ancillary revenue

Ancillary revenue consists of any other revenue streams, which are not earned from orders placed on Just Eat Takeaway.com's platforms. It primarily includes sale of merchandise, promoted placement fees, which are not earned on a per order basis, and subscription fees.

Order fulfilment costs

Order fulfilment costs increased by €2,033 million, or 224%, compared to 2020. This growth was predominantly driven by the full 12 months of combination with Just Eat as compared to 8.5 months last year, the combination with Grubhub, as well as strong order growth driving order processing cost, and the increase in courier costs due to the expansion of our delivery business. Delivery orders and Delivery share grew in every segment in 2021 compared to previous year. These costs increased at a higher rate than the Delivery orders, mainly due to the expansion of our employed courier model and increasing cost per courier.

Staff costs

Staff costs increased by 113% to €890 million, reflecting continuing investments in our organisation to execute on our growth strategy. Our staff-related investments were primarily in operational functions with a large increase in our customer service staff and delivery services to support the strong order growth and migration from an outsourced to insourced operational model. We also expanded our sales team to accelerate new partners acquisitions and grew our IT and Product teams to strengthen our platform capabilities and develop new functionalities. The share-based payments increased partially due to the Grubhub Acquisition and partially because of a change in the bonus plans from cash bonus plan to an equity-based incentive plan. Most of our temporary staff costs relate to operations, which do not include costs related to employed couriers which are classified as courier costs within order fulfilment costs. Our staff related investments grew at a lower rate than Revenue. Our staff, excluding couriers, increased to an average of 13,246 FTEs in 2021 from an average of 6,158 FTEs over 2020.

Other operating expenses

Marketing expenses

Marketing expenditure can primarily be distinguished as relating to (i) performance marketing (or pay-per-click/pay-per-order) which directly generates traffic and Orders, such as search engine marketing, app marketing and affiliate marketing (rewarding third parties for referrals to Just Eat Takeaway.com's platforms) and (ii) brand marketing, such as television and online media, and outdoor advertising (billboards).

Marketing expenses increased by 85% to €684 million in 2021 compared with €369 million in the same period last year, primarily driven by the full 12 months of combination with Just Eat as compared to 8.5 months last year, the combination with Grubhub, and investment in our brands such as the partnership with UEFA for the Euro 2020™ football tournament.

Specifically, the UEFA Euro 2020™ sponsorship has positioned our brand association as a top-tier sports sponsoring brand and has laid the foundation for our future work with UEFA through to 2025. We activated the partnership through a bespoke advertising campaign with some of the world's biggest football stars, a very successful 'Order and Win' campaign, along with player escorts, fantasy football and other initiatives. Aligned to our strategic goals, we continue to lead share of voice in most of our key markets, while steadily increasing our top-of-mind brand awareness, which has resulted in new consumer acquisition growth compared to last year.

Depreciation, amortisation and impairment

Depreciation, amortisation and impairment expenses were €443 million in 2021, up from €172 million in 2020. This increase related primarily to the full 12 months of amortisation of intangibles recognised regarding the combination with Just Eat as compared to 8.5 months last year, and the amortisation of intangibles recognised regarding the combination with Grubhub.

Following the annual impairment test, impairment losses of €18 million for goodwill (2020: nil) and €36 million for intangible assets (2020: nil) were recognised in 2021 for three Cash Generating Units ("CGUs") to which a non-significant amount of goodwill and other intangible assets is allocated. Due to a declining or subscale market position in 2021 and decreasing order growth rates compared to prior year in these CGUs, the recoverable amount of these CGUs is lower than the carrying amount. Impairment losses of €45 million relate to the segment 'Southern Europe and ANZ' and €9 million to the segment 'Northern Europe'. 

Share of results of associates and joint ventures

Our share of results of associates and joint ventures in 2021 was a loss of €62 million compared to €16 million in 2020. The 2021 losses relate to our share of losses in iFood, an associate. In 2021, we invested €83 million in iFood.

Income tax benefit / (expense)

In 2021, the net income tax benefit was €8 million, compared with €4 million of net income tax expense in 2020. This relates mainly to the taxable results of non-Dutch entities resulting in a current tax expense of €38 million compared with €27 million in 2020. In 2021, the deferred tax benefit was €46 million compared with €23 million in 2020, relating to temporary differences from the amortisation of intangible assets, the recognition of losses and an offsetting effect on the impact of the UK tax rate change.

Loss for the period

As a result of the factors described above, Just Eat Takeaway.com realised a net loss after tax of €1,044 million in 2021 (2020: €151 million).

Other comprehensive income / (loss) for the period

The other comprehensive income consists of foreign currency translation income related to non-current assets held in foreign operations. Approximately half of the income relates to the translation of the Grubhub related non-current assets. 

Condensed consolidated statement of financial position

Non-current assets, mainly consisting of goodwill, other intangible assets and investments in associates and joint ventures were €15.9 billion as at 31 December 2021, up from €9.5 billion as at 31 December 2020. This increase was primarily driven by the Grubhub Acquisition.

Cash and cash equivalents increased to €1.3 billion as at 31 December 2021, from €0.5 billion as at 31 December 2020. The increase in 2021 was primarily driven by the issuance of convertible bonds amounting to €1.1 billion, the €300 million bank loan and the Grubhub Acquisition.

Shareholders' equity increased to €13.1 billion as at 31 December 2021, from €8.5 billion as at 31 December 2020, mainly driven by the issuance of new shares amounting to €4.6 billion in shares in connection with the Grubhub Acquisition.

The solvency ratio, defined as total equity divided by total assets, was 73% as at 31 December 2021, down from 82% at year-end 2020, driven by the increase of non-current assets.

Non-current liabilities increased to €3.5 billion as at 31 December 2021, from €1.1 billion as at 31 December 2020, driven by the issuance of convertible bonds amounting to €1.1 billion, acquired senior notes of €0.4 billion and increased deferred tax liabilities of €0.4 billion arising on the Grubhub Acquisition.

Condensed consolidated statement of cash flows for the year ended 31 December

Net cash used in operating activities

Cash payments to employees and suppliers are recognized as cash flows from operating activities. Cash flows from operating activities also include costs of business acquisition and divestment related costs, spending on provisions, and income taxes paid on operating activities.

Net cash used in operating activities amounted to €423 million in the year ended 31 December 2021, compared with net cash generated of €177 million in the year ended 31 December 2020. The change in 2021 from 2020 was mainly driven by the Grubhub Acquisition, and significant investments to grow our leadership positions as well as higher interest paid of €47 million (2020: €14 million) and income taxes paid of €53 million (2020: €33 million).

Net cash used in investing activities

Cash flows from investing activities are those arising from capital expenditure and disposal, additions and disposals of loans carried at amortized cost, additions and disposals of joint ventures and equity investments, and from the business combinations. Cash and cash equivalents available at the time of acquisition or sale are deducted from the related payments or proceeds.

Net cash used in investing activities amounts to €106 million in the year ended 31 December 2021, compared with net cash generated of €15 million in the year ended 31 December 2020. The change in 2021 from 2020 was mainly driven by funding provided to associates and joint ventures of €83 million (2020: €55 million) as well as investments in property and equipment and other intangible assets of €151 million (2020: €43 million), partly offset by €128 million net cash acquired from business combinations in 2021 (2020: €113 million cash acquired in relation to the Just Eat Acquisition).

Net cash generated by financing activities

Cash flows from financing activities comprise the cash receipts of the exercise of share options, payments for issued shares, debt instruments, and short-term financing, and transaction costs for the issuance of debt and equity instruments.

Net cash generated by financing activities amounts to €1.3 billion in the year ended 31 December 2021 compared with net cash generated by €292 million in the year ended 31 December 2020. The change in 2021 from 2020 was mainly driven by the issuance of the convertible bonds of €1.1 million and the proceeds from a bank loan of €300 million.

Events after the reporting period

Announced delisting

On 8 February 2022, further to Just Eat Takeaway.com's ongoing review to determine its optimal listing venue, the Company announced that it has formally notified The Nasdaq Stock Market, Inc. of its intent to voluntarily delist its ADSs from the Nasdaq. Just Eat Takeaway.com expects to file a Form 25 (Notification of Removal from Listing) with the SEC and for the last trading day of its ADRs on Nasdaq is expected to be 11 March 2022. The Company expects its ADRs to be quoted and traded on the OTC Markets via a sponsored Level I Program following the voluntary delisting.

The main considerations for the voluntary delisting are the low trading volumes of the Company's ADRs on Nasdaq and the low proportion of the Company's total share capital held via ADRs on Nasdaq (approximately 3.7%, which is expected to decrease further overtime). Considering this and subject to meeting the relevant requirements, the Company intends to apply for a deregistration of its ordinary shares under the Securities and Exchange Act of 1934 (the "Exchange Act") in the first half of 2023.

The Company's ordinary shares will remain listed and traded on Euronext Amsterdam and its CREST depository interests (CDIs) will remain listed and traded on the London Stock Exchange.

iFood funding

In February 2022, Just Eat Takeaway.com took up its rights to participate in iFood's funding round for its financial year ending March 2022, investing $32 million into iFood to maintain the current holding of 33.3%.

Announced discontinuation of certain operations

To concentrate on leadership positions and profit pools, the Just Eat Takeaway.com Management Board intends to discontinue[4] its operations in Norway and Portugal, anticipated to be effective as of 1 April 2022. Just Eat Takeaway.com expects no significant impact to reported operating results from the closure.

Outlook

As announced at our Capital Markets Day on 21 October 2021, please find our 2022 guidance below:

· GTV on a combined basis to grow by mid-teens percentage points year-on-year in 2022

· 2022 Adjusted EBITDA margin in a range of minus 0.6% to minus 0.8% of GTV

Management reiterates the following long-term targets:

· In excess of €30 billion of GTV to be added over the next 5 years

· Long-term group Adjusted EBITDA margin in excess of 5% of GTV

The Management Board, 2 March 2022

Jitse Groen, CEOBrent Wissink, CFOJörg Gerbig, COO

Investors Relations:Joris WiltonE: IR@justeattakeaway.com 

Media:E: press@justeattakeaway.com 

For more information, please visit our corporate website: https://www.justeattakeaway.com/ 

About Just Eat Takeaway.com

Just Eat Takeaway.com (LSE: JET, AMS: TKWY, NASDAQ: GRUB) is a leading global online food delivery marketplace outside China.

Headquartered in Amsterdam, the Company is focused on connecting consumers and restaurants through its platforms. With over 634,000 partners, Just Eat Takeaway.com offers consumers a wide variety of food choice. Just Eat Takeaway.com mainly collaborates with delivery restaurants. In addition, Just Eat Takeaway.com provides its proprietary restaurant delivery services for restaurants that do not deliver themselves.

The combination of Just Eat and Takeaway.com has rapidly grown to become a leading online food delivery marketplace with operations in the United States, United Kingdom, Germany, the Netherlands, Canada, Australia, Austria, Belgium, Bulgaria, Denmark, France, Ireland, Israel, Italy, Luxembourg, New Zealand, Poland, Romania, Slovakia, Spain and Switzerland, as well as through partnerships in Colombia and Brazil.

Analyst and investor conference call and audio webcast

Jitse Groen, Brent Wissink and Jörg Gerbig will host an analyst and investor conference call to discuss the full year 2021 results at 10:30 am CET on Wednesday 2 March 2022. Members of the investor community can follow the audio webcast on https://www.justeattakeaway.com/investors/results-and-reports/.

Media and wires call

Jitse Groen will host a media and wires call to discuss the full year 2021 results at 8:30 am CET on Wednesday 2 March 2022. The press can join the conference call at +31 20 531 5843.

Financial calendar

For more information, please visit https://www.justeattakeaway.com/investors/financial-calendar/

Additional information on https://www.justeattakeaway.com/

● Just Eat Takeaway.com Analyst Presentation FY 2021

● Just Eat Takeaway.com Company Update Presentation March 2022

● Our media kit including photos of the Management Board and industry-related photos for download

Market Abuse Regulation

This press release contains inside information (i) as meant in clause 7(1) of the Market Abuse Regulation and (ii) in terms of Article 7(1) of the Market Abuse Regulation as it forms part of UK law pursuant to the European Union (Withdrawal) Act 2018.

Auditor's involvement

The full year 2021 and 2020 information in the condensed financial statements is based on Just Eat Takeaway.com's 2021 Financial Statements, as included in the 2021 Annual Report (the Financial Statements), which will be published on 2 March 2022. In accordance with article 2:395 of the Netherlands Civil Code, we state that our auditor, Deloitte Accountants B.V., has issued an unqualified opinion on the Financial Statements, dated 2 March 2022. For a better understanding of the company's financial position and results and of the scope of the audit of Deloitte Accountants B.V., this report should be read in conjunction with the Financial Statements. The general meeting has not yet adopted the Financial Statements.

Accounting Principles

Just Eat Takeaway.com's Annual Report 2021 results are prepared in accordance with International Financial Reporting Standards as adopted by the European Union ("IFRS-EU") and with Part 9 of Book 2 on the Dutch Civil Code. In preparing the financial information in this document, the same accounting principles are applied as in the Company's 2020 Annual Report.

Disclaimer

Statements included in this press release that are not historical facts are, or may be deemed to be, forward-looking statements, including "forward-looking statements" made within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "anticipates", "expects", "intends", "may" or "will" or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results, reflect the Company's current view with respect to future events and are subject to risks relating to future events, including risks from or uncertainties related to competition, brand and reputation, acquisitions, global strategic projects, legislation and regulation, financial reporting, operational complexity and integration and transformation, as well as those contained the Company's filings with the SEC, including the Company's registration statement on Form F-4 (Registration Statement No. 333-255540), which was declared effective by the SEC on May 12, 2021, and Current Reports on Form 6-K, which may be obtained free of charge at the SEC's website, http://www.sec.gov, and the Company's Annual Reports, which may be obtained free of charge from the Company's corporate website, https://justeattakeaway.com. Past performance is no guide to future performance and persons needing advice should consult an independent financial adviser. Forward-looking statements reflect knowledge and information available at, and speak only as of, the date they are made, and the Company expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement. Readers are cautioned not to place undue reliance on such forward-looking statements. Amounts may not add up due to rounding. Percentages used are based on unrounded figures.

No Offer or Solicitation

This presentation shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Non-GAAP Financial Measures and Alternative Performance Measures

This presentation includes certain non-GAAP financial measures as defined by SEC rules and alternative performance measures as defined by European rules. Just Eat Takeaway.com uses these non-GAAP financial measures and alternative performance measures, respectively, as key performance measures because it believes 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 and restructuring, the impact of depreciation and amortization expense on its fixed assets and the impact of stock-based compensation expense. These non-GAAP financial measures and alternative performance measures are not measurements of Just Eat Takeaway's financial performance under IFRS and should not be considered as an alternative to performance measures derived in accordance with IFRS and should be read in conjunction with Just Eat Takeaway.com's financial statements prepared in accordance with IFRS. Just Eat Takeaway.com has provided a reconciliation of those measures to the most directly comparable IFRS measures in Just Eat Takeaway.com's 2021 Annual Report.

Condensed Consolidated Financial Statements

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A - Condensed consolidated statement of profit or loss and other comprehensive lossfor the period ended 31 December

B - Condensed consolidated statement of financial positionas at 31 December

C - Condensed consolidated statement of changes in equity

D - Condensed consolidated statement of cash flowsfor the year ended 31 December

1 Cash and cash equivalents for the year ended 31 December 2021 include a cash balance of €190 million (2020: nil) that is contractually restricted from general use for a maximum duration of three years E. Key Performance Indicators - New Segments - On a combined basis1

F. Key Financial Indicators - New Segments - On a combined basis1, unless stated otherwise

G. Key Performance Indicators - Old Segments1

H. Key Financial Indicators - Old Segments - On a combined basis1, unless stated otherwise