Just Eat and Takeaway.com reach merger agreement
It is now the largest food delivery operator outside China.
Just Eat and Takeaway.com have now agreed to consolidate, making it one of the largest food delivery operators globally.
The publicly listed companies announced that their boards have reached agreement on the terms of “a recommended all-share combination”, and both will be recommending unanimously that shareholders vote in favor of the merger at respective meetings.
“The Combination would create one of the largest food delivery companies in the world, with scale, strategic vision, industry-leading capabilities, leading positions in attractive markets and a diversified geographic presence,” the companies wrote in an announcement, adding that the merger has “compelling strategic logic” and represents “an attractive opportunity” for both companies.
Meetings that will seek approval from shareholders are to be held no later than 20 December, with the pair saying that they expect the merger to be completed in Q4.
Under the agreed terms, Just Eat shareholders will be entitled to receive 0.09744 Takeaway.com shares for each Just Eat share, which, according to them, implies a value for Just Eat of 731 pence per Just Eat share based on Takeaway.com’s closing share price on 26 July 2019 of €83.55.
Following completion, Just Eat shareholders will own approximately 52.15% and Takeaway.com shareholders will own approximately 47.85% of the combined group — which is set to be called Just Eat Takeaway.com N.V.
The combined group will be headquartered in Amsterdam, in the Netherlands, with current intentions to maintain a number of Just Eat’s current headquarter functions in London.
A two-tier board structure is also planned for the merged entity, with a management board and supervisory board, both of which will comprise a mix of executives from the Takeaway.com boards and from the Just Eat board.
Current Takeaway.com CEO Groen will assume the role of CEO of the combined group and Paul Harrison, the current CFO of Just Eat, taking up the CFO role for the merged entity. Takeaway.com’s current CFO, Brent Wissink, will become co-COO of the combined group, along with Takeaway.com’s current COO Jörg Gerbig.
