15 Dec 2016 07:00
15 December 2016
Just Eat plc
("Just Eat", the "Company" or the "Group")
Acquisition of hungryhouse from Delivery Hero
Just Eat plc (LSE: JE), a leading global marketplace for online food delivery, today announces that it has agreed the acquisition of hungryhouse Holdings Limited ("hungryhouse") (the "Acquisition") from Delivery Hero Holding GmbH ("Delivery Hero") for an initial consideration of £200 million ("Base Purchase Price"). A further cash amount of up to £40 million may also be payable, subject to the performance of hungryhouse between signing and completion of the transaction.
The Acquisition is consistent with Just Eat's strategic ambition to accelerate its growth and increase its market presence in every geography in which it operates. hungryhouse is an online food company operating solely in the UK, with a comparable business model to Just Eat.
The Acquisition would generate significant benefits for Just Eat's restaurant partners and customers. It would create an enlarged customer base for restaurant partners to access, while increasing the breadth of choice on offer to UK consumers through Just Eat's platform. The combination of the two businesses would also generate compelling economic benefits of scale, with high operating leverage driving material synergies.
On a 2017 pro forma basis, assuming ownership and integration for the full reporting year, Just Eat would expect hungryhouse to generate EBITDA of between £12-15 million, excluding one-off exceptional transaction and integration costs of around £1 million. The Acquisition is expected to be EPS accretive in the first full year of Just Eat's ownership.
The Acquisition would be funded through cash resources and credit facilities.
The Acquisition will be subject to approval by the Competition and Markets Authority ("CMA"), about which the Company will provide further updates as and when appropriate.
David Buttress, Chief Executive Officer of Just Eat plc commented:
"The UK has long been an engine of growth for Just Eat. While we have significantly expanded internationally in recent years, we have remained focused on building a high growth, sustainably profitable business domestically. Through this transaction, we would extend our market presence in the UK and sustain high levels of growth given the considerable opportunity in this market."
Niklas Östberg, CEO of Delivery Hero, commented:
"The sale of hungryhouse to Just Eat rationalizes our global footprint, and we remain focused on operating market leading brands, globally. Proceeds from this sale will allow us to pursue further global growth and profitability opportunities, as we have consistently and successfully done in recent years. We also want to thank the entire hungryhouse team - this transaction reflects their amazing achievements within the Delivery Hero Group since 2011."
Additional information:
The value of the gross assets of hungryhouse as at 31 December 2015 was £5.0 million and the losses before tax for the year ending the same date were £13.1 million.
Goldman Sachs International and J.P. Morgan Cazenove are acting as Financial Advisers to the Company in relation to the Acquisition.
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No.596/2014 ("MAR"). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.
Just Eat also announced today that it has agreed to acquire SkipTheDishes - see separate announcement.
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Enquiries:
Just Eat | +44 (0)20 3667 6900 |
David Buttress, CEO Paul Harrison, CFO Adam Kay, Head of Investor Relations |
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Brunswick Group LLP | +44 (0)20 7404 5959 |
David Litterick, Chris Buscombe |
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Goldman Sachs (Financial Adviser in relation to the Acquisition, and Corporate Broker to Just Eat) | +44 (0)20 7774 1000 |
Clif Marriot |
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Nick Harper |
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J.P. Morgan Cazenove (Financial Adviser in relation to the Acquisition, and Corporate Broker to Just Eat) |
+44 (0) 20 7742 4000
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Alex Watkins |
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Chris Wood |
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Forward-looking statements:
This announcement includes statements that are, or may be deemed to be, "forward-looking statements". By their nature, forward-looking statements involve risk and uncertainty since they relate to future events and circumstances. Actual results may, and often do, differ materially from any forward-looking statements. Any forward-looking statements in this announcement reflect management's view with respect to future events as at the date of this announcement. Save as required by law or by the Listing Rules of the UK Listing Authority, the Company undertakes no obligation to publicly revise any forward-looking statements in this announcement following any change in its expectations or to reflect events or circumstances after the date of this announcement.
About Just Eat:
Just Eat plc operates a leading global marketplace for online food delivery. Headquartered in London, we use proprietary technology to offer a quick and efficient digital ordering service for over 16.6 million users and over 63,900 takeaway restaurants. Just Eat is a member of the FTSE 250 Index.
About Delivery Hero:
Delivery Hero is a leading global online food ordering and delivery marketplace connecting approximately 17 million active users and approximately 271,000 restaurants through its online and mobile platforms across 27 countries in Europe, the Middle East, Latin America and the Asia-Pacific region. Delivery Hero also offers premium food ordering and delivery in 51 cities across 10 countries. The Company is headquartered in Berlin and has over 3,000 employees.