(Alliance News) - Just Eat PLC late Thursday said it was reviewing the final takeover offers from rival bidders Takeaway.com NV and Prosus NV, urging shareholders to take no action.
Just Eat said it would make a further announcement in due course.
Dutch firm Takeaway.com increased its own offer for Just Eat on Thursday afternoon, soon after Prosus did the same.
After the London market close Thursday, Takeaway.com said it received commitments from Just Eat shareholders to tender currently-untendered Just Eat shares to the increased offer of 188 million Just Eat shares, equal to 27.55%.
Takeaway.com said it has now received valid acceptances of 314.6 million Just Eat shares, representing approximately 46.07%.
Takeaway.com is now offering an all-share merger with FTSE 100 takeaway platform Just Eat worth 916 pence per Just Eat share, compared to a previous 731p offer. Just Eat shares closed 2.6% higher on Thursday in London at 823.20p.
The new bid, which is final, will see Just Eat shareholders' stake in the enlarged company rise, to 58% from 52% under the previous offer. Just Eat shareholders will receive 0.12111 of a Takeaway.com share for each Just Eat share, up from 0.09744.
Takeaway.com shares closed down 8.9% in Amsterdam Thursday.
Further, Takeaway.com said it will now, following the completion of a merger, sell Just Eat's stake in iFood, returning 50% of the proceeds to the shareholders of the new business.
"We have brought forward our best and final offer for Just Eat, worth 916p per share based on our share price at yesterday's close. This offer is a full offer, and on top of that we believe it provides Just Eat shareholders with tremendous upside. The all-share combination establishes the largest global platform in online food delivery outside China and allows shareholders of both Just Eat and Takeaway.com to benefit from significant long-term value creation," said Takeaway.com Chief Executive Jitse Groen.
"We believe our original recommended proposal, which provided Just Eat's shareholders with a 52% stake in the combined group, was already an excellent deal for them. Under our increased offer, Just Eat shareholders will own a 58% stake in the combined group. In addition, we intend to explore options to exit Just Eat's minority stake in iFood and return approximately half of the net proceeds to the shareholders of the combined group."
"This is our best and final offer and we will not go into an auction. This offer will not be increased," Groen added.
This increased offer comes immediately after South Africa's Prosus NV made its own increased offer, in cash, to 800p per Just Eat share. Prosus had previously made 740p and 710p per share bids, both of which have been rejected by Just Eat.
By George Collard; georgecollard@alliancenews.com; Updated by Arvind Bhunjun; arvindbhunjun@alliancenews.com
Copyright 2019 Alliance News Limited. All Rights Reserved.
