Naspers, South Africa’s most valuable publicly listed company, has reached a major milestone in its bid to acquire Netherlands-based food delivery firm Just Eat Takeaway (JET). The offer, made through MIH Bidco Holdings, a wholly owned subsidiary of Prosus, has officially become unconditional, marking a significant step forward in the €4.1 billion (approximately R83 billion) acquisition.
Prosus, headquartered in the Netherlands, is a global consumer internet group and a subsidiary of Naspers. The two companies are linked through a complex cross-holding structure, with Naspers owning a majority stake in Prosus. Much of Naspers’ nearly R1 trillion market capitalization is tied to its long-standing investment in Chinese tech giant Tencent.
JET operates in 17 countries and is known for its on-demand food delivery services, similar to South African platforms like Uber Eats and Mr D. The company is also a familiar brand to football fans, with its logo frequently appearing during UEFA competitions.
Prosus announced that the tender offer for JET shares has now met all required conditions. During the offer period, more than 180 million shares were tendered, representing approximately 90% of JET’s issued and outstanding share capital. With this level of shareholder support, the acquisition has officially closed.
Prosus CEO Fabricio Bloisi expressed enthusiasm about the deal, stating:
I’m very pleased with the outcome of the tender offer, and excited to welcome JET to the Prosus ecosystem. Our goal is to act quickly to transform JET through a focus on product, customer and innovation, creating a true European tech champion that will reshape the future of food delivery.
Bloisi, who previously led Latin America’s largest food delivery platform, iFood, took the helm at Prosus earlier this year.
JET CEO Jitse Groen also welcomed the acquisition, saying:
As the tender offer has now been made unconditional, I would like to congratulate Fabricio and his team on the acquisition. We are looking forward to working with our new owner to accelerate growth, and are excited about building a bright future together.
JET shareholders who did not tender their shares during the initial offer period will still have an opportunity to do so during a post-closing acceptance period, under the same terms.
Prosus and JET plan to delist JET’s ordinary shares from the Euronext Amsterdam exchange as soon as reasonably possible. This move may negatively impact the liquidity and market value of any shares that remain untendered.
While the composition of JET’s management and supervisory boards will remain unchanged at the time of settlement, changes are expected following the delisting. Five current members of JET’s supervisory board will step down, making way for three Prosus-appointed directors: Fabricio Bloisi, Roberto Gandolfo, and Fahd Beg.
