24th Feb 2025 10:01
(Alliance News) - Prosus NV on Monday said it has agreed to acquire Just Eat Takeaway.com NV for about EUR4.1 billion in cash, as the food delivery service said its loss narrowed in 2024.
The Netherlands-based technology company, which owns a stake in Tencent Holdings Ltd, noted the EUR20.30 per share offer represents a premium of 63% to Just Eat Takeaway's closing share price on Friday last week, and a 49% premium over the three-month volume-weighted average price.
Shares in Just Eat jumped 53% to EUR19.00 in Amsterdam on Monday morning.
Just Eat Takeaway, which had a market capitalisation of EUR2.60 billion, will continue to be based in Amsterdam under its existing name and will maintain its key brands.
Prosus said the proposed takeover is subject to regulatory approvals.
In the same statement, Just Eat Takeaway said its management board and supervisory board unanimously recommended the deal.
Just Eat Takeaway Chief Executive Officer & Founder Jitse Groen and other board members, who collectively hold about 8.1% of Just Eat Takeaway shares, have committed to tender their shares in the offer.
"We are very excited for Just Eat Takeaway.com to join the Prosus group and the opportunity to create a European tech champion," Prosus Chief Executive Officer Fabricio Bloisi said.
"Prosus already has an extensive food delivery portfolio outside of Europe and a proven track record of profitable growth through investment in its customer and driver experiences, restaurant partnerships, and world-class logistics," Bloisi said.
"Just Eat Takeaway.com is now a faster growing, more profitable and predominantly European-based business," Just Eat's Groen said, adding: "Prosus fully supports our strategic plans and its extensive resources will help to further accelerate our investments and growth across food, groceries, fintech and other adjacencies."
"The supervisory board unanimously supports the offer and is confident this outcome is in the best interest of Just Eat Takeaway.com and all its stakeholders," Just Eat Takeaway Chair Dick Boer said.
Boer said Just Eat Takeaway will benefit from Prosus' "significant" financial resources to support investment in the business with a long-term investment horizon.
Separately, Just Eat said its annual pretax loss narrowed to EUR532 million in 2024 from EUR685 million in 2023.
Revenue edged up 0.8% to EUR3.56 billion from EUR3.53 billion in the previous year.
Gross transaction value fell 1.5% to EUR26.3 billion from EUR26.7 billion in 2023, driven by a 9.7% decline in North America to EUR9.3 billion from EUR10.3 billion.
Attributable loss per share narrowed to EUR8.09 from EUR8.69 in 2023.
The company is targeting constant currency gross transaction value growth excluding Rest of World in the range of 4% to 8% for 2024, with adjusted earnings before interest, tax, depreciation and amortisation between EUR360 million to EUR380 million.
Adjusted Ebitda was up 36% to EUR460 million in 2024 from EUR339 million in the prior year.
It is targeting a long term group adjusted Ebitda margin over 5% of gross transaction value.
For 2024, it met its guidance of constant currency GTV growth excluding North America of 2% adjusted Ebitda.
CEO Groen said: "In 2024, we achieved significant milestones. We advanced our products, further expanded our partner base, particularly in verticals like grocery, electronics, and pharmacy, and made strategic portfolio decisions that position the company well for long-term success.
"Following the sale of our US operations, Just Eat Takeaway.com has become a more focused, faster growing, and more profitable business. Our ambition for 2025 is to further accelerate our topline growth through a step up in investments in Europe and UK and Ireland."
By Michael Hennessey, Alliance News reporter
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