UK based online food order and delivery service, Just Eat, has rejected a hostile takeover bid from South African tech group, Naspers. The bid was done by Europe’s largest consumer internet company, Prosus, on behalf of Naspers.
Prosus offered Just Eat shareholders a 20% premium on the price offered to them as part of the proposed all-stock merger with the Dutch Takeaway.com.
Prosus already owns a stake in German food delivery group Delivery Hero and controls Brazil’s iFood and India’s Swiggy.
According to Just Eat about its rejection, “The board of Just Eat has considered the terms of the Prosus offer and believes that it significantly undervalues Just Eat and its attractive assets and prospects both on a standalone basis and as part of the proposed recommended all-share combination with Takeaway.com,”
In July 2019, Just Eat agreed to merge with Takeaway.com, creating an £9bn company with roughly 360m global takeaway orders.
Under the proposed all-stock deal, which would be structured as a takeover of Just Eat by Takeaway.com, Just Eat shareholders are being offered stock valued at 594p a share, a 15% premium on the July trading price.
Even though some analysts see the takeover bid as opportunistic, Bob van Dijk, the chief executive of Prosus has a different opinion. He says “This is not opportunistic. We have been thinking about this asset for a long time and we know the team [at Just Eat] as we have been partners together in Brazil [in iFood].”
“What we offer is a significant premium to what’s on the table [from Takeaway.com]. It offers certainty and we think shareholders should have the opportunity to form a point of view. We think they are going to be positive. The hostile labelling is a convention but we don’t see this as hostile.”
Shareholder Cat Rock, which owns a 3% stake in Just Eat, said on Tuesday that the Prosus offer underscored “the significant long-term potential and strategic value of Just Eat’s business.” But it said that the Takeaway.com was “more attractive” because it allowed shareholders to participate in the future of the company.
It called on Prosus to “immediately cease market actions” that could interfere with the market value of the combined company.
