American Depositary Receipt Programme

29 July 2015

OCADO GROUP PLC

Appointment of The Bank of New York Mellon to establish a Sponsored Level I American Depositary Receipt Programme

Ocado Group plc today announces the appointment of The Bank of New York Mellon as depositary bank to establish a sponsored Level I American Depositary Receipt ("ADR") programme. Each ADR will represent two ordinary shares of the Company. The ADRs will trade on the over-the-counter ("OTC") market in the United States.

The Company will make a further announcement when the ADR programme is launched, including details of the CUSIP number for the ADRs and the symbol.

About ADRs

An ADR is a security that has been created to permit US investors to hold shares in non-US companies and, in a Level I programme, to trade them on the OTC market in the United States.  In contrast to underlying ordinary shares, ADRs permit US investors to trade securities denominated in US dollars in the US OTC market with US securities dealers.  Were the Company to pay a dividend on its ordinary shares, ADR holders would receive dividend payments in respect of their ADRs in US dollars.

About the Ocado group

The Ocado group is the world's largest dedicated online grocery retailer, operating its own grocery and general merchandise retail businesses in the UK under the Ocado.com and other specialist shop banners.  The Ocado group also uses its technology and platform to operate the online grocery business of Wm Morrisons Supermarkets plc and intends to further use its platform to provide services to international partners.  For more information on the Ocado group, visit www.ocadogroup.com.

For further information, please contact:

Ocado Investor Relations

David Hardiman-Evans                +44 1707 228 000 / investor.relations@ocado.com

Bank of New York Mellon

ADR Desk                                 +1 212 815 2267