HelloFresh SE — Investor Presentation 2018

Mar 6, 2019

DISCLAIMER

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.

These materials may not be published, distributed or transmitted in the United States. Canada, Australia or Japan. These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the "Securities") of the Company in the United States, Germany or any other jurisdiction. The Securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The Securities of the Company have not been, and will not be, registered under the Securities Act. Any sale in the United States of the securities mentioned in this communication will be made solely to "qualified institutional buyers" as defined in, and in reliance on, Rule 144A under the Securities Act.

In the United Kingdom, this document is only made available to and is only directed at persons who (i) are 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) are 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 document 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 to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.

AT CHANGE THE WAY PEOPLE EAT FOREVER

On a clear path to achieving our vision...

FY2018

198m meals cooked

$27m$ boxes shipped

$2m$ active customers

Our multi-year growth strategy rests on 3 main pillars

TAM penetration

• through Product and Price Differentiation
• through Geographic Expansion

Better monetization of customers

Our US HelloFresh Brand has already turned profitable in Q4

US Business AEBITDA Q4

4.8 c. $(5.8)$ US Segment US HelloFresh $(1.0)$ Brand New intitatives: GreenChef $\bullet$ EveryPlate $\bullet$ GoReadyMade

Strong liquidity position; no drawn bank debt

STRONG CASH POSITION

€194 $m$ as of Dec 31, 2018

UNDRAWN REVOLVING CREDIT FACILITY

€80m additional liquidity back-up for the next 3 years

Contribution margin above 27.0%

AEBITDA margin of (2)% - 1%

APPENDIX

Employee incentive plan	Options	RSU	Total
Vested (m)	3.5		3.5
Unvested (m)	10.4	O.3	10.7
Outstanding (m)	13.9	O.3	14.2
WAEP $(E)$	4.4		4.3

$(\epsilon m)$	Q4 2017	Q4 2018	FY 2017	FY 2018
Revenue	252.8	361.7	904.9	1279.2
% YoY growth	59%	43%	52%	41%
Cost of goods sold 1	(98.8)	(130.2)	(365.8)	(475.6)
Gross profit	154.0	231.5	539.1	803.6
Margin (% of revenue)	61%	64%	60%	63%
Fulfilment expenses 1	(89.4)	(125.8)	(332.3)	(454.3)
Marketing expenses 1	(59.4)	(86.6)	(239.7)	(330.1)
G&A 1	(16.3)	(29.5)	(51.8)	(96.9)
Other operating income & expenses	(1.8)	0.2	(4.1)	(5.1)
EBIT	(12.9)	(10.2)	(88.8)	(82.8)
Margin (% of revenue)	$(5)$ %	$(3)$ %	$(10)$ %	$(6)$ %
Financial result	(0.3)	5.0	(6.3)	4.2
EBT	(13.2)	(5.2)	(95.1)	(78.6)
Income tax (expense) benefit	2.6	1.0	3.1	(4.2)
Net income / (loss)	(10.6)	(4.2)	(92.0)	(82.8)

EBIT	(12.9)	(10.2)	(88.8)	(82.8)
D&A	2.3	3.9	8.1	13.3
EBITDA	(10.6)	(6.3)	(80.7)	(69.5)
SBC	3.6	3.3	7.4	13.4
Special Items	0.9	O.1	3.2	1.6
AEBITDA 2	(6.1)	(2.9)	(70.1)	(54.5)
Margin (% of revenue)	(2.4)%	$(0.8)$ %	(7.7)%	(4.3)%

1.Including share -based compensation expenses

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

$(\epsilon m)$	FY 2017	FY 2018
Assets
Non - current Assets	66.1	143.7
Current Assets*	386.8	252.4
*of which cash	339.9	793.9
Total assets	452.9	396.1
Equity and liabilities
Equity	303.3	236.7
Non - current liabilities	41.6	14.5
Current liabilities	108.0	144.9
Total equity and liabilities	452.9	396.1
	FY 2017	FY 2018
Cash flow used in operating activities	(45.5)	(50.2)
Cash flow used in investing activities	(13.5)	(66.9)
*of which M&A	$\overline{(0)}$	(39.9)
Cash flow from financing activities	346.8	(29.1)

	4	5	6	7	8
	11	12	13	14	15
	18	19	20	21	22
	25	26	27	28	29
	1	2	3	4	5
	8	9	10	11	12
	15	16	17	18	19
	22	23	24	25	26
	29	30	1	2	3
	6	7	8	9	10
	13	14	15	16	17
	20	21	22	23	24
	27	28	29	30	31
	3	4	5	6	7
	10	11	12	13	14
	17	18	19	20	21

•
•
•
•
•
•
•
•