(Alliance News) - Just Eat PLC and Amsterdam-listed Takeaway.com NV confirmed Monday an all-share merger deal that will create a food delivery giant processing over EUR7 billion in orders a year.
On Monday last week, Just Eat had announced a preliminary agreement for a possible all-share merger and said its shareholders will receive 0.09744 new Takeaway.com shares for each Just Eat share held.
Following completion - expected in the fourth quarter of 2019 - Just Eat shareholders will own 52% of the combined firm, with Takeaway.com investors the remainder.
Based on the closing price of Takeaway.com on July 26 of EUR83.55 per share, the deal values Just Eat shares at 731 pence each. This is equivalent to a 15% premium to the 635.60p per share closing price on July 26, the last trading day before the potential all-share deal was announced.
Shares in Just Eat were 0.6% lower at 732.10p in London on Monday, giving it a market capitalisation of GBP5.00 billion. In Amsterdam, shares in Takeaway.com were 0.3% higher at EUR77.85 on Monday giving it a market cap of EUR4.74 billion.
On Monday, Just Eat said the combination is expected to result in annual pretax costs savings of EUR20 million - or GBP18 million - by the fourth anniversary of the merger. By the end of the first year of the merger, EUR10 million in savings are anticipated to have been made.
The combined firm - to be called Just Eat Takeaway.com NV - will be led by current Takeaway.com Chief Executive Officer Jitse Groen with Just Eat Chief Financial Officer Paul Harrison retaining his role in the new enlarged firm.
The current Just Eat Chair Mike Evans will hold the same post at the combined firm, with Takeaway.com Chair Adriaan Nuhn becoming vice-chair.
Just Eat Takeaway.com will apply to have its shares listed on both the London Stock Exchange and Euronext Amsterdam. Based on current discussions, the firm expects the new larger company to be eligible for inclusion in the FTSE 100 index.
"The combination of Just Eat and Takeaway.com creates one of the world's largest and most powerful food delivery websites," Takeaway.com CEO Groen said.
In 2018, the two firms handled a combined 355 million orders worth EUR7.3 billion. They have a combined market leadership position in the UK, Germany, the Netherlands and Canada.
Just Eat Chair Evans added: "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."
"With a significant commitment to the UK and to the employees of Just Eat, we believe the new combination and proven leadership team will allow us to better serve our millions of consumers and thousands of restaurant partners around the world," Evans said.
