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Cat Rock Capital Issues Statement Regarding Just Eat’s Annual General Meeting

May 1, 2019

GREENWICH, Conn.--(BUSINESS WIRE)--May 1, 2019--Cat Rock Capital Management LP (together with its affiliates, “Cat Rock Capital” or “Cat Rock”), a long-term oriented investment firm and beneficial owner of approximately 13.0 million shares of the common stock of Just Eat plc (“Just Eat” or the “Company”) (LSE: JE), representing circa 2% of Just Eat’s outstanding shares, today issues the following statement regarding Just Eat’s 2019 Annual General Meeting results:

Since we wrote our public letter in December, the Just Eat Board of Directors under Chairman Mike Evans has taken several encouraging steps to address the issues the Company faces. However, the core problem remains unresolved – Just Eat continues to lack leadership with online food delivery experience.

The Board confirmed at today’s Annual General Meeting could undo the positive steps that have occurred in the last few months by confirming another CEO who lacks online food delivery experience, gambling with the Company’s future and risking the loss of its market leadership positions.

Alternatively, the Board can invest the effort required to secure world-class leadership with online food delivery experience and engage in discussions with the many potential strategic partners available to the Company.

We think the right path is clear. We look forward to working constructively with Mike and the Board confirmed at today’s Annual General Meeting to help Just Eat realise its great potential.

Alex Captain, Founder and Managing Partner of Cat Rock Capital Management LP, commented:

“Just Eat is a market leader in all its major territories and enjoys strong growth with significant profitability, all while offering consumers unmatched selection and low delivery fees. Its competitive position is strong and its growth opportunity large.”

“However, the Company’s recent performance belies its great potential. For over two years now, Just Eat has operated under leadership that lacks online food delivery experience. The results of this experiment are clear – slower growth and glacial execution on its delivery initiative. Notably, Just Eat is the only major listed online food delivery company that is not run by an executive with deep industry experience.”

“We believe the Board needs to urgently explore all possible avenues for securing experienced management and delivery expertise. The best online food delivery executives are already running online food delivery companies, and we therefore urge the Board to engage in serious discussions with its industry peers regarding global consolidation. By combining with a well-run industry peer, Just Eat can secure world-class leadership, delivery expertise, scale, a premium for shareholders, and continued participation in any future value creation.”

Cat Rock’s previously released open letters to the Just Eat Board can be downloaded and read in full at JustEatMustDeliver.com.

Sidley Austin LLP is serving as legal advisor to Cat Rock Capital Management LP.

About Cat Rock Capital Management LP

Cat Rock Capital Management LP is a long-term focused investment firm that manages capital on behalf of pension funds, endowments, foundations, and other institutional investors. It seeks to invest in a select number of high-quality companies, with a long-term approach that emphasizes deep fundamental research. Cat Rock Capital is based in Connecticut, USA and was founded in 2015 by Alex Captain, a former Partner at Tiger Global Management.

DISCLAIMER

Cat Rock Capital is publishing this announcement solely for the information of other shareholders in Just Eat plc. This announcement is provided merely for general informational purposes and is not intended to be, nor should it be construed as (1) investment, financial, tax or legal advice, or (2) a recommendation to buy, sell or hold any security or other investment, or to pursue any investment style or strategy. Neither the information nor any opinion contained in this announcement constitutes an offer to purchase or sell or a solicitation of an offer to purchase or sell any securities or other investments in the Company or any other company by Cat Rock Capital or any fund or other entity managed directly or indirectly by Cat Rock Capital in any jurisdiction. This announcement does not consider the investment objective, financial situation, suitability or the particular need or circumstances of any specific individual who may access or review this announcement and may not be taken as advice on the merits of any investment decision. Any person who is in any doubt about the matters to which this announcement relates should consult an authorised financial adviser or other person authorised under the UK Financial Services and Markets Act 2000.

FORWARD LOOKING STATEMENTS

This press release and the letter contain certain forward-looking statements and information that are based on Cat Rock Capital’s beliefs as well as assumptions made by, and information currently available to, Cat Rock Capital. These statements include, but are not limited to, statements about strategies, plans, objectives, expectations, intentions, expenditures and assumptions and other statements that are not historical facts. When used herein, words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan” and “project” and similar expressions are intended to identify forward-looking statements. These statements reflect our current views with respect to future events, are not guarantees of future performance and involve risks and uncertainties that are difficult to predict. Further, certain forward-looking statements are based upon assumption as to future events that may not prove to be accurate. Actual results, performance or achievements may vary materially and adversely from those described herein. There is no assurance or guarantee with respect to the prices at which any securities of the Company will trade, and such securities may not trade at prices that may be implied herein. Any estimates, projections or potential impact of the opportunities identified by Cat Rock Capital herein are based on assumptions that Cat Rock Capital believes to be reasonable as of the date hereof, but there can be no assurance or guarantee that actual results or performance will not differ, and such differences may be material and adverse. No representation or warranty, express or implied, is given by Cat Rock Capital or any of its officers, employees or agents as to the achievement or reasonableness of, and no reliance should be placed on, any projections, estimates, forecasts, targets, prospects or returns contained herein. Any historic financial information, projections, estimates, forecasts, targets, prospects or returns contained herein are not necessarily a reliable indicator of future performance. Nothing in these materials should be relied upon as a promise or representation as to the future.

View source version on businesswire.com:https://www.businesswire.com/news/home/20190501005541/en/

CONTACT: Investors

Cat Rock Capital

+1 (203) 992-4630

info@catrockcap.com

Media

Kepler Communications

Charlotte Balbirnie

+44 (0) 7989 528421

CBalbirnie@keplercomms.com

KEYWORD: UNITED KINGDOM UNITED STATES EUROPE NORTH AMERICA CONNECTICUT

INDUSTRY KEYWORD: RESTAURANT/BAR PROFESSIONAL SERVICES FINANCE RETAIL FOOD/BEVERAGE OTHER RETAIL

SOURCE: Cat Rock Capital Management LP

Copyright Business Wire 2019.

PUB: 05/01/2019 07:50 AM/DISC: 05/01/2019 07:50 AM

http://www.businesswire.com/news/home/20190501005541/en