Blue Apron Announces Amendments to Senior Secured Notes

Amendments Provide Company with Greater Financial Flexibility to Execute Against “The Next Course” Strategic Plan

Blue Apron (NYSE: APRN) announced today that the company has amended the terms of its $30.0 million of Senior Secured Notes due in 2027 (the “Notes”).

The amendments include the addition of a provision by which the Notes are callable within 18 months of their issuance (May 5, 2022), subject to a make-whole payment, as well as providing the company with the optionality to use up to $25.0 million of cash for potential future share repurchases, subject to certain conditions, including the closing of $50.0 million equity financing the company expects this week. Any decision relating to any potential future share repurchases would be made only after appropriate consideration of the company’s cash resources and needs, operating results, and other relevant factors. The new amendments also add certain limitations to the definition of Cash Flow Forecast.

“We are pleased to have negotiated amendments to our debt agreement that further enhance the terms of our debt and give us greater optionality to deploy cash,” said Randy Greben, Blue Apron’s Chief Financial Officer. “These new amendments align with our recent strategic initiatives to strengthen our balance sheet as we execute ‘The Next Course’ strategy.”

As Blue Apron moves into the next phase of its turnaround, the company’s strengthened balance sheet positions it to execute against the next evolution of its strategic plan titled “The Next Course.” The plan, which outlines a path to profitability, is centered around three key objectives to drive growth over the next three years, including curated customer experiences, a scalable platform and sustainable profit.

Blue Apron strives to be the first choice for consumers who seek out curated food experiences that meet the needs of their household and enhance their lives. Through targeted marketing spend, continued investment in product innovation, and the build out of other revenue streams via partnerships, add-ons and marketplace offerings, the company is advancing its path to profitability while delivering value to all stakeholders.

About Blue Apron

Blue Apron’s vision is Better Living Through Better Food™. Launched in 2012, Blue Apron offers fresh, chef-designed recipes that empower home cooks to embrace their culinary curiosity, challenge their abilities in the kitchen and see what a difference cooking quality food can make in their lives. Blue Apron is a carbon-neutral meal-kit company and is focused on bringing incredible recipes to its customers, while promoting planetary and dietary wellness for everyone.

Forward Looking Statements

This press release includes statements concerning Blue Apron Holdings, Inc. and its future expectations, plans and prospects that constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose, any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terms such as "may," "should," "expects," "plans," "anticipates," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential," or "continue," or the negative of these terms or other similar expressions. The forward-looking statements in this press release are only predictions. Blue Apron has based these forward-looking statements largely on its current expectations and projections about future events and financial trends that it believes may affect its business, financial condition and results of operations. These forward-looking statements speak only as of the date of this press release and are subject to a number of risks, uncertainties and assumptions including, without limitation, the company's ability to operate as a going-concern in the event that the pending $50.0 million equity financing and a certain marketing receivable transaction do not close on the expected terms, the company’s expectations regarding its expenses and revenue, its ability to grow adjusted EBITDA and achieve or maintain profitability, the sufficiency of the company’s cash resources, the company’s needs for additional financing; the company’s ability, including the timing and extent, to sufficiently manage costs and to fund investments in its operations in amounts necessary to maintain compliance with financial, environmental, sustainability and corporate governance (“ESG”), and other covenants under its indebtedness while continuing to support the execution and acceleration of its growth strategy on the company’s anticipated timelines; the company’s ability, including the timing and extent, to successfully support the execution of its growth strategy, cost-effectively attract new customers and retain existing customers, including its ability to sustain any increase in demand resulting from both its growth strategy or the COVID-19 pandemic, and its ability to continue to expand its product offerings and distribution channels, and to continue to execute operational efficiency practices; the company’s expectations regarding, and the stability of, its supply chain, including potential shortages, interruptions and/or increased costs in the supply or delivery of ingredients, and parcel and freight carrier interruptions or delays and/or higher freight or fuel costs, as a result of inflation or otherwise; changes in consumer behaviors, tastes and preferences that could lead to changes in demand, including as a result of, among other things the impact of inflation or other macroeconomic factors, and to some extent, long-term impacts on consumer behavior and spending habits; the company’s ability to attract and retain qualified employees and personnel in sufficient numbers; any material and adverse impact of the COVID-19 pandemic or any future surges, including as a result of new variants and subvariants of the virus, on the company’s operations and results, such as challenges in employee recruiting and retention, any prolonged closures, or series of temporary closures, of one or both of its fulfillment centers, supply chain or carrier interruptions or delays, and any resulting need to cancel or shift customer orders; the company’s ability to effectively compete; the company’s ability to maintain and grow the value of its brand and reputation; the company’s ability to achieve its ESG goals in its anticipated timeframe, if at all; the company’s ability to maintain food safety and prevent food-borne illness incidents and its susceptibility to supplier-initiated recalls; the company’s ability to comply with modified or new laws and regulations applying to its business, or the impact that such compliance may have on its business; the company’s vulnerability to adverse weather conditions, natural disasters, wars, and public health crises, including pandemics; the company’s ability to protect the security and integrity of its data and protect against data security risks and breaches; the company’s ability to obtain and maintain intellectual property protection; and other risks more fully described in the company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on February 25, 2022, the company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022 filed with the SEC on May 9, 2022, the company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 filed with the SEC on August 8, 2022, and in other filings that the company may make with the SEC in the future. The company assumes no obligation to update any forward-looking statements contained in this press release, whether as a result of any new information, future events, or otherwise.

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