Berlin, Luxembourg, 6th October 2023: Marley Spoon Group SE (“MSG”), a leading global subscription-based solutions provider for home cooking and Marley Spoon SE (“Marley Spoon”), a subsidiary of Marley Spoon Group SE, announces that the Small Holdings Offer (as announced on 4 September 2023 has closed as of 5:00pm on Wednesday 4th October 2023.

MSG received acceptances under the Small Holdings Offer from 858 CDI Holders and acquired a total amount of 4,011,518 CDIs, representing approximately 3% of the CDIs on issue as at the Small Holdings Offer record date, and approximately 1% of the total issued capital of Marley Spoon. MSG's acquisition of these CDIs will increase its holding in Marley Spoon to approximately 85% on completion of the Small Holdings Offer. MSG intends to transmute all CDIs it acquires under the Small Holdings Offer to shares in Marley Spoon, which will result in a reduction in the number of Marley Spoon CDIs quoted on the ASX. All Marley Spoon CDI holders that have validly accepted the Small Holdings Offer will be paid their consideration on, or before, 10 business days following the offer close date.

As previously announced, it remains MSG’s intention to launch a Subsequent Tender Offer to remaining Marley Spoon CDI Holders. Marley Spoon understands that MSG intends to make the Subsequent Tender Offer in late October or early November 2023.

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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, Denmark, 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.

Disclaimer

This announcement constitutes neither an offer to sell nor a solicitation to buy securities. Certain statements contained in this release may constitute “forward-looking statements” that involve a number of risks and uncertainties. Forward-looking statements are generally identifiable by the use of the words “may”, “will”, “should”, “plan”, “expect”, “anticipate”, “estimate”, “believe”, “intend”, “project”, “goal” or “target” or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are based on assumptions, forecasts, estimates, projections, opinions or plans that are inherently subject to significant risks, as well as uncertainties and contingencies that are subject to change. No representation is made or will be made by Marley Spoon Group SE or any of their respective affiliates that any forward-looking statement will be achieved or will prove to be correct. The actual future business, financial position, results of operations and prospects may differ materially from those projected or forecast in the forward-looking statements. Neither Marley Spoon Group SE nor any of their respective affiliates assume any obligation to update, and do not expect to publicly update, or publicly revise, any forward-looking statements or other information contained in this release, whether as a result of new information, future events or otherwise, except as otherwise required by law.