WOOLWORTHS GROUP LIMITED — Major Shareholding Notification 2021

Sep 6, 2021

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7 September 2021

The Company Secretary Marley Spoon AG Paul-Lincke-Ufer 39/40 Hof 3, Aufgang 4 10999 Berlin, Germany

Notice of Initial Substantial Holder

Please find attached a Notice of Initial Substantial Holder for Woolworths Group Limited ( Woolworths Group ).

A subsidiary of Woolworths Group holds securities representing a 9.87% relevant interest in the share capital of Marley Spoon AG.

Authorised by: Michelle Hall, Company Secretary

Woolworths Group Limited ABN 88 000 014 675

1 Woolworths Way, Bella Vista NSW 2153

Form 603 Corporations Act 2001 Section 671B

Notice of initial substantial holder

To Company Name/Scheme

Marley Spoon AG

ACN/ARSN

625 684 068

1. Details of substantial holder (1) Name Woolworths Group Limited ACN/ARSN (if applicable) 000 014 675

The holder became a substantial holder on

06/09/2021

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities(4)	Number of securities	Person’s votes(5)	Votingpower(6)
ORDINARY SHARES	28,026 (which may be represented by 28,026,000 CDIs)	28,026,000	9.87%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial holder became a substantial holder are as follows:

r are as follows:
Holder of relevant interest	Nature of relevant interest(7)	Class and number of securities
Woolworths Group Limited	Taken under section 608(3)(a) of the Corporations Act to have a relevant interest by reason of having control of W23 Investments PtyLimited	ORD 28,026
W23 Pty Limited	Taken under section 608(3)(a) of the Corporations Act to have a relevant interest by reason of having control of W23 Investments PtyLimited	ORD 28,026
W23 Investments Pty Limited	Registered holder	ORD 28,026

4. Details of present registered holders

The persons registered as holders of the securities referred to in paragraph 3 above are as follows:

Holder of relevant interest	Registered holder of securities	Person entitled to be registered as holder(8)	Class and number of securities
Woolworths Group Limited	W23 Investments PtyLimited	W23 Investments PtyLimited	ORD 28,026

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

ntial holder is as follows:
Holder of relevant interest	Date of acquisition	Consideration (9)		Class and number of securities
		Cash	Non-cash
W23 Investments PtyLimited	06/09/2021	$27,047,250.00(Non-cash)		ORD 28,026

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)	Nature of association
W23 PtyLimited	Bodycorporate controlled bythe substantial holder Woolworths Group Limited
W23 Investments PtyLimited	Bodycorporate controlled bythe substantial holder Woolworths Group Limited

7. Addresses

The addresses of persons named in this form are as follows:

	persons named in paragraph 3 above are associates of the substantial holder are as follows: Name and ACN/ARSN (if applicable) Nature of association W23 PtyLimited Bodycorporate controlled bythe substantial holder Woolworths Group Limited W23 Investments PtyLimited Bodycorporate controlled bythe substantial holder Woolworths Group Limited f persons named in this form are as follows:	persons named in paragraph 3 above are associates of the substantial holder are as follows: Name and ACN/ARSN (if applicable) Nature of association W23 PtyLimited Bodycorporate controlled bythe substantial holder Woolworths Group Limited W23 Investments PtyLimited Bodycorporate controlled bythe substantial holder Woolworths Group Limited f persons named in this form are as follows:
	Name	Address
	Woolworths Group Limited	1 Woolworths Way, Bella Vista NSW 2153
	W23 PtyLimited	1 Woolworths Way, Bella Vista NSW 2153
	W23 Investments PtyLimited	1 Woolworths Way, Bella Vista NSW 2153
Signature (1) If there trustee they ma is clearl (2) See the (3) See the (4) The voti (5) The tota relevant (6) The per (7) Include (a) (b) See the (8) If the su (9) Details may, be continge are not