HelloFresh SE — Investor Presentation 2019

Aug 13, 2019

This document has been prepared by HelloFresh SE (the "Company" and, together with its subsidiaries, the "Group"). All material contained in this document and information presented is for information purposes only and must not be relied upon for any purpose, and does not purport to be a full or complete description of the Company or the Group. This document does not, and is not intended to, constitute or form part of, and should not be construed as, an offer to sell, or a solicitation of an offer to purchase, subscribe for or otherwise acquire, any securities of the Company, nor shall it or any part of it form the basis of or be relied upon in connection with or act as any inducement or recommendation to enter into any contract or commitment or investment decision or other transaction whatsoever. This document is not directed at, or intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction. Persons into whose possession this document comes should inform themselves about, and observe, any such restrictions.

No representation, warranty or undertaking, express or implied, is made by the Company or any other Group company as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein, for any purpose whatsoever. No responsibility, obligation or liability is or will be accepted by the Company, any other Group company or any of their officers, directors, employees, affiliates, agents or advisers in relation to any written or oral information provided in this document or in connection with the document. All information in this document is subject to verification, correction, completion, updating and change without notice. Neither the Company, nor any other Group company undertake any obligation to provide the recipient with access to any additional information or to update this document or any information or to correct any inaccuracies in any such information.

A significant portion of the information contained in this document, including market data and trend information, is based on estimates or expectations of the Company, and there can be no assurance that these estimates or expectations are or will prove to be accurate. Where any information and statistics are quoted from any external source, such information or statistics should not be interpreted as having been adopted or endorsed by the Company or any other person as being accurate. All statements in this document attributable to third party industry experts represent the Company's interpretation of data, research opinion or viewpoints published by such industry experts, and have not been reviewed by them. Each publication of such industry experts speaks as of its original publication date and not as of the date of this document.

This document contains forward-looking statements relating to the business, financial performance and results of the Company, the Group or the industry in which the Group operates. These statements may be identified by words such as "expectation", "belief', "estimate", "plan", "target" or "forecast" and similar expressions, or by their context. Forward-looking statements include statements regarding: strategies, outlook and growth prospects; future plans and potential for future growth; growth for products and services in new markets; industry trends; and the impact of regulatory initiatives. These statements are made on the basis of current knowledge and assumptions and involve risks and uncertainties. Various factors could cause actual future results, performance or events to differ materially from those described in these statements, and neither the Company nor any other person accepts any responsibility for the accuracy of the opinions expressed in this document or the underlying assumptions. No obligation is assumed to update any forward-looking statements.

This document includes certain financial measures not presented in accordance with IFRS, including, but not limited to, AEBITDA. These financial measures are not measures of financial performance in accordance with IFRS and may exclude items that are significant in understanding and assessing the Company's financial results. Therefore, these measures should not be considered in isolation or as an alternative to result for the period or other measures of profitability, liquidity or performance under IFRS. You should be aware that the Company's presentation of these measures may not be comparable to similarly titled measures used by other companies, which may be defined and calculated differently. See the appendix for a reconciliation of certain of these non-IFRS measures to the most directly comparable IFRS measure.

2

1

• HelloFresh continued its progress in changing the way people eat

• Revenue growth on constant-currency of 31.5% y-o-y
  • Above upper end of guided range for the year
• Contribution margin maintained at high level of 29.1% 3
• First time AEBITDA positive on Group level with 4.2% margin 4
  • Intl AEBITDA margin of 11.5%
  • US AEBITDA margin of 2.9%
• As a consequence of strong H1 performance, full year guidance narrowed towards upper half of previous guidance 5

AT HELLOFRESH WE CHANGE THE WAY PEOPLE EAT FOREVER

4

Our mission goes far beyond the financials

On track to deliver more than 250m meals in FY 2019¹

1

2

3

4

> 250m times

impacting society in a positive way

Budget:

Helping consumers to save real money with every order, 250m times per year!

Health:

Democratizing access to healthier and more nutritious meals at the scale of 250m times per year!

Taste:

Providing families and couples 250m opportunities per year to enjoy a varied and tasty diet!

Sustainability:

Supporting a better food ecosystem and reducing environmental impact on 250m occasions per year!

We have a profound impact on improving our customers' lives

HelloFresh is cheaper than buying the same ingredients at a supermarket, circa half price of what takeout costs

The environmental impact of meal-kits regarding food waste, CO2 footprint & packaging is much smaller than supermarkets or takeouts

Home-cooking with fresh ingredients is a simple way to follow a balanced diet and healthy regiment

We can leverage the direct feedback from millions of customers to create the best meal experience

"We have saved over \$300 a month in groceries because we always bought too much food. Thanks HelloFresh!"

Lorri, HelloFresh Customer

"Results indicate that, on average, grocery meal greenhouse gas emissions are 33% higher than meal kits […]."¹

University of Michigan Study

"The authors urge changes in how food is produced and distributed, […]. They also call for shifts in consumer behavior, noting that at least one-quarter of all food worldwide is wasted."²

The New York Times based on a United Nations report

1.Heard, Brent R.; Bandekar, Mayur; Vasser, Benjamin; Miller, Shelie A.. "Comparison of life cycle environmental impacts from meal kits and grocery store meals" Resources, Conservation and Recycling Volume 147, August 2019, Pages 189-200

Contribution margin expansion primarily driven by strong US performance

% of Revenue

Q2 2018 Q2 2019

8

Reached AEBITDA profitability on group level, with 4.2% margin

% of Revenue

As our International Segment comprises most "Day-1" markets, AEBITDA margin is already approaching healthy levels

% of Revenue

Year over year AEBITDA margin development in our international segment

Strong AEBITDA margin improvement supported by marketing and G&A leverage starting to kick-in across many of our geographies

% of Revenue

We narrow our 2019 full year guidance towards upper half of previous guidance

	Previous guidance	Narrowed guidance
Const. Currency	25% -	28% -
Rev. growth	30%	30%
Contribution margin	> 27.0%	28.0% - 29.0%
AEBITDA	(2.0)% -	(1.0)% -
margin	1.0%	1.0%

13

APPENDIX

US: Solid constant currency growth and positive 2.9% AEBITDA margin

	OPERATIONAL AND FINANCIAL KPIs
	Q2 18	Q2 19
Active Customers (m)	1.12	1.35
Average Order Rate	3.4	3.6
Average Order Value (€)	49.6	50.1
Average Order Value constant currency (€)	49.6	47.2
Revenue1	43.3%	CC4 22.3%
(€m)	31.8%	29.9% €
% YoY revenue growth1		245.4
	188.9
Contribution margin2	28.7%	30.3%
(€m)	54.2	74.4
% Revenue
AEBITDA3	(0.2)%
(€m)		2.9%
% Revenue		7.1
	-0.3

1.Revenue post promotional discounts, customer credits, refunds and excluding VAT; YoY stands for year on year and compares the respective quarter with the same quarter of the previous year

2.Contribution margin is defined as revenue less cost of goods sold and fulfilment expenses, excluding share-based compensation expenses

3.AEBITDA is calculated by adjusting EBITDA for special items and share-based compensation expenses; AEBITDA margin is defined as % of revenue

4.Based on constant currency

International: C. 45% topline growth and double digit AEBITDA margin

	OPERATIONAL AND FINANCIAL KPIs
	Q2 18	Q2 19
Active Customers (m)	0.72	1.06
Average Order Rate	4.0	3.8
Average Order Value (€)	44.9	47.2
Average Order Value constant currency (€)	44.9	45.3
Revenue1	54.9%	CC4 44.9%
(€m)	50.5%	46.3% €
% YoY revenue growth1	130.8	191.3
Contribution margin2	27.1%	27.9%
(€m) % Revenue	35.5	53.3
AEBITDA3 (€m)	4.1%	11.5% 21.9
% Revenue	5.4

1.Revenue post promotional discounts, customer credits, refunds and excluding VAT; YoY stands for year on year and compares the respective quarter with the same quarter of the previous year

3.AEBITDA is calculated by adjusting EBITDA for special items and share-based compensation expenses; AEBITDA margin is defined as % of revenue

4.Based on constant currency

^2.Contribution margin is defined as revenue less cost of goods sold and fulfilment expenses, excluding share-based compensation expenses

As of June 30, 2019

Types of share Stock exchange Market Segment Number of shares issued Number of shares outstanding Ordinary shares Frankfurt Stock Exchange Regulated Market (Prime Standard) 164,621,699 164,070,069

Employee incentive plan	Options	RSU	Total
Vested (m)	2.8	-	2.8
Unvested (m)	12.2	0.8	13.0
Outstanding (m)	15.0	0.8	15.8
WAEP1 (€)	5.0	-

Income statement

(€m)	Q2 2018	Q2 2019	H1 2018	H1 2019
Revenue	319.7	436.7	615.2	856.7
% YoY growth	38.9%	36.6%	41.3%	39.3%
Procurement expenses1	(117.9)	(153.9)	(234.0)	(305.9)
Fulfillment expenses1	(113.0)	(156.2)	(215.6)	(303.0)
Contribution Margin	88.8	126.6	165.6	247.8
Margin (% of revenue)	27.9%	29.1%	27.0%	29.0%
Marketing expenses1	(74.3)	(92.6)	(158.3)	(224.7)
G&A1	(28.1)	(32.7)	(48.7)	(62.2)
Other operating income & expenses	(2.0)	(1.3)	(3.8)	(1.2)
EBIT	(13.6)	1.3	(41.5)	(39.1)
Margin (% of revenue)	(4.3)%	0.3%	(6.7)%	(4.6)%
Financial result	0.5	(4.6)	(0.6)	(9.0)
EBT	(13.1)	(3.3)	(42.1)	(48.1)
Income tax (expense) benefit	(2.1)	(1.5)	(2.9)	(2.9)
Net income / (loss)	(15.2)	(4.8)	(45.0)	(51.0)

Reconciliation starting at EBIT

EBIT	(13.6)	1.3	(41.5)
D&A	3.6	10.5	6.1
EBITDA	(10.0)	11.8	(35.4)
SBC	5.1	4.9	8.6
Special Items	1.0	1.6	1.2
AEBITDA2	(3.9)	18.3	(25.6)
Margin (% of revenue)	(1.2)%	4.2%	(4.2)%

(39.1)
20.5
(18.6)
9.1
1.7
(7.8)
(0.9)%

1.Including share-based compensation expenses

2.AEBITDA is calculated by adjusting EBITDA for special items and share-based compensation expenses

Balance sheet and cash-flow statements

(€m)

	FY 2018	H1 2019
Assets
Non - current Assets	143.7	236.0
Current Assets*	252.4	234.4
*of which cash & cash equivalents	193.9	164.4
Total assets	396.1	470.4
Equity and liabilities
Equity	236.7	202.5
	14.5	90.1
Non - current liabilities
Current liabilities	144.9	177.8
Total equity and liabilities	396.1	470.4

	H1 2018		H1 2019
Cash flow used in operating activities	(9.1)	(3.1)
Cash flow used in investing activities	(24.4)	(15.1)
*of which M&A	(10.9)		0.3
Cash flow from financing activities	0.6		(11.6)

Financial calendar

	M	T	W	Th	F
st	12	13	14	15	16	13.08.2019	•	Publication of Half-Year Financial Statements (H1 2019) and Earnings Call
u g u	19	20	21	22	23	14.08.2019	•	Roadshow, Frankfurt
A	26	27	28	29	30
r	2	3	4	5	6	06.09.2019	•	Roadshow, London
e b m	9	10	11	12	13
e pt	16	17	18	19	20
e S	23	24	25	26	27	23.09.2019	•	Berenberg / Goldman Sachs German Corporate Conference, Munich
	30	1	2	3	4	30.09.2019	•	Roadshow, Copenhagen
r	7	8	9	10	11
e b o	14	15	16	17	18
ct O	21	22	23	24	25
	28	29	30	31	1
r	4	5	6	7	8	05.11.2019	• •	Publication of Quarterly Financial Statement (Q3 2019) and Earnings Call Capital Markets Day 2019, London
e b m	11	12	13	14	15	14.11.2019	•	Morgan Stanley Tech, Media & Telecom Conference, Barcelona
e v o	18	19	20	21	22	20 - 21.11.2019	•	Berenberg West Coast Consumer & E-Commerce Conference, Napa, CA, USA
N	25	26	27	28	29