Food Fight Ensues As Takeaway Sweetens Just Eat Bid To Challenge Prosus

In the battle to acquire London’s Just Eat, Amsterdam’s Takeaway.com has changed the structure of its offer as it fights a competing bid from South Africa’s Prosus, Reuters reported on Monday (Nov. 4).

Takeaway.com and Just Eat had already agreed to a $6.1 billion all-share deal when Prosus swooped in with an unsolicited cash offer of $6.3 billion.

The previous deal offered to Just Eat by Takeaway.com required 75 percent of both sets of shareholders to agree to the bid. The new deal on the table lowers the threshold to anything above 50 percent of the company’s shares, potentially making it easier to close.

“With this switch, we provide additional deal certainty to the Just Eat shareholders,” Takeaway CEO Jitse Groen said in a statement to news outlets.

A Takeaway and Just Eat merger would produce one of the largest food delivery operations outside of China.

Takeaway spokesman Joris Wilton told Reuters the new bid offers “increased flexibility” in the fight for Just Eat. The structure change won’t affect the company’s ability to raise its bid or add a cash component, he said.

The change postpones a Dec. 4 shareholder vote on the original agreement. Takeaway will instead “launch a tender offer” in the next 14 days, Wilton said.

“All eyes will be on whether Prosus increases its offer,” Credit Suisse analysts said.

Just Eat had already privately rebuffed three offers from Prosus and advocated for its investors to back a planned merger with Takeaway.com.

The merger between Just Eat and Takeaway.com merger was going to result in a new company called Just Eat Takeaway. It was expected to be in the food delivery markets in the U.K., Canada, Germany and the Netherlands.

Just Eat shareholders would have received 0.09744 new shares from Takeaway.com for each share they own.

“The board believes that this is a compelling offer for Just Eat shareholders, which will create a global leader in a dynamic and rapidly growing sector,” Just Eat Chairman Mike Evans said at the time.