Marley Spoon Group SE
Results of Tender Offer

Berlin, Luxembourg, 21 December 2023: Marley Spoon Group SE (“MSG”), a leading global subscription-based solutions provider for home cooking through Marley Spoon SE (“Marley Spoon”), a subsidiary of MSG, announces that the Tender Offer (as announced on 6 November 2023) has closed on 19 December 2023. 

MSG received acceptances under the Tender Offer from 400 CDI Holders with respect to a total amount of 76,621,889 CDIs, representing approximately 65% of the CDIs on issue as at the Tender Offer record date, and approximately 10.42% of the total issued capital of Marley Spoon. MSG’s acquisition of these CDIs will increase its holding in Marley Spoon to approximately 95% on completion of the Tender Offer. MSG intends to transmute all CDIs it acquires under the Tender Offer to shares in Marley Spoon, which will result in a further reduction in the number of Marley Spoon CDIs quoted on the ASX. 

All Marley Spoon CDI holders that have validly accepted the Tender Offer shall receive their corresponding MSG shares in due course. MSG, together with its advisers and service providers, is diligently processing all the acceptances received as well as the corresponding Securities Delivery Instructions required to deliver the MSG shares. MSG aims to deliver the MSG shares by mid-January 2024. CDI holders may be contacted separately, if there is an issue regarding their Securities Delivery Instruction forms.

As previously announced, it remains MSG’s intention to delist Marley Spoon from the ASX in 2024.

For further information, please visit: https://ir.marleyspoongroup.com/

Investor Inquiries:

ir@marleyspoon.com

Marley Spoon Group SE

9, rue de Bitbourg

L-1273 Luxembourg

About Marley Spoon

Marley Spoon Group SE, through its subsidiary Marley Spoon SE, is a global direct-to-consumer (DTC) meal-kit company. Our Vision is to “Build a better everyday, just for you, just right”. We started Marley Spoon in 2014 to help our customers to cook for their families and deal with their busy lives. We also felt there should be a more sustainable way to cook at home, reducing food waste that traditional supermarket supply chains generate. Marley Spoon currently operates various brands in three regions: Australia, the United States, and Europe (Austria, Belgium, Germany, and the Netherlands). Our meal-kit brands, Marley Spoon, Martha Stewart & Marley Spoon, and Dinnerly, bring pre-portioned fresh ingredients with tasty and simple recipes and other eating solutions reliably to our customers every week. Our customers just decide what to eat, when to eat, and leave behind the hassle of grocery shopping. Chefgood is our direct-to-consumer ready-to-heat (RTH) service that offers premium-priced, high-quality, healthy, and nutritious RTH meals and eating solutions for our wellness and health-focused customers.