Naspers-owned Prosus has pushed back the deadline for Just Eat Takeaway shareholders to accept a buyout offer before it moves to force shareholders to sell once it reaches an 80% acceptance rate.
Prosus, 55% owned by Naspers, announced an all-cash offer valued at €4.1 billion (R85 billion as of Tuesday morning) for Just Eat Takeaway (JET) in February, which was “unanimously recommended” by the Dutch company’s management and supervisory board.
JET, a global on-demand delivery platform, connects consumers with 356 000 partners in 18 countries, according to its website. In 2024, it delivered 879 million orders.
The companies have extended the deadline for shareholders to accept the offer from today to 1 October, to align with the European Commission’s revised competition review timeline. The commission is expected to issue its decision on the deal on 11 August.
Prosus said the extension will give JET shareholders enough time to tender their shares once the ruling is handed down. Should a maximum of 20% of JET shareholders not accept the deal, Prosus will implement an asset and liquidation sale of the loss-making company.
Competition clearance from the European Commission is the last regulatory hurdle for the transaction. Prosus said it is continuing to work closely with the commission to secure approval.
Prosus’s acquisition of JET will mark Naspers’s largest investment to date and is viewed as the foundation for a significant European food-delivery expansion.
During the presentation of its results earlier this month, Naspers described the deal as a strategic opportunity to “create an AI-first European tech champion, in line with EU ambitions to accelerate regional digital capabilities”.
The company said the investment would form the core of a push to “build a European food-delivery powerhouse” by capitalising on lower regional market penetration for these services and JET’s established footprint in Europe, North America and Oceania.
CEO Jitse Groen said in the company’s latest annual report that “we have expanded our operations over the years both organically and via acquisitions, resulting in a multi-platform tech architecture. Our vision is to consolidate them into a single, secure platform to streamline operations, reduce costs and allow us to deliver a faster, more consistent user experience.”
Despite this growth, JET has been making a loss, although it narrowed that loss by €200 million (R4.2 billion) in its 2024 financial year.
In June, Naspers reported strong results for the year ended 31 March, with revenue up 20% to $7.2 billion (R128 billion) and core headline earnings, a key measure of profitability, rising 46% to $3.1 billion (R55.5 billion).
The company also highlighted its growing investment in artificial intelligence, calling it an “indispensable tool” that will underpin future growth across its platforms.
Shares already tendered to the JET offer will remain valid during the extended period, although shareholders may withdraw them in line with the terms of the offer memorandum.
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