Takeway.com tells shareholder Delivery Hero to abstain on Just Eat vote
Takeaway.com, the Dutch food delivery firm eyeing a merger with Just Eat, has asked investor Delivery Hero to abstain from voting on the deal.
Prosus, which is the largest shareholder in Delivery Hero, last week tabled a £4.9bn rival takeover bid for Just Eat, sparking a bidding war with Takeaway.com.
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Just Eat has rejected the unsolicited cash bid in favour of the all-share merger agreed with Takeaway.com in July.
However, the value of the deal has weakened as Takeaway.com’s share price has been suppressed by Delivery Hero’s sale of Takeaway.com’s shares.
“Delivery Hero’s own market position as well as Prosus’ position as the largest shareholder in Delivery Hero in itself gives rise to a conflict of interest,” Takeaway.com said in a statement this morning.
“Prosus’ recent announcement of an unsolicited offer for Just Eat with the intention to make both Just Eat and Delivery Hero part of its global Food Delivery business adds to this.”
“Delivery Hero must abstain from voting on any matters relating to the combination in the upcoming EGM,” the company added.
In response Prosus issued a statement reiterating that it does not control Delivery Hero or its investment decisions.
A spokesperson for Delivery Hero said: “We categorically refute all allegations made by certain parties regarding Delivery Hero’s sale of Takeway.com shares. The decision to sell down Takeaway.com shares was taken by Delivery Hero’s management board independently in September 2019.
“Delivery Hero had no knowledge of Prosus’ contemplated offer to acquire Just Eat prior to the publication of the offer. The company’s sale of Takeaway.com shares was in no way related to this event, but is in line with its previously announced divestment strategy, and is fully in compliance with all applicable legal and regulatory requirements.”
Meanwhile, Cat Rock Capital, a top 10 shareholder in Just Eat, this morning said the Takeaway.com offer was being undermined by the share sale.
Cat Rock Capital founder and managing partner Alex Captain said: “Prosus and its concert parties can not be allowed to undermine competing bids for Just Eat. The Just Eat board and relevant authorities must take action to restore the integrity of this sale process.”
Read more: Aberdeen Standard Investment calls for Just Eat to consider rival offers
The company said it was ready to consider “fair offers from Prosus and any other interested parties”.
Last week Aberdeen Standard Investments, another Just Eat shareholder, urged the board to explore all the available options and engage with both Takeway.com and Prosus over their offers.
Main image credit: Getty