European Event-Driven Analyst

Jesus Rodriguez Aguilar

Event-Driven

<ul>
<li>Prosus’s €4.1bn all-cash acquisition of Just Eat Takeaway.com is now unconditional, with 98.19% ownership secured. Shares will delist from Euronext Amsterdam on 17 November ahead of statutory squeeze-out.</li>
<li>Early arbitrage entrants earned roughly 9.3% annualized return, late entrants about 3.6%. With settlement complete, the residual spread has closed, leaving no remaining event-driven opportunity.</li>
<li>The transaction cements Prosus as Europe’s largest food delivery platform and the world’s fourth largest globally, following Meituan, DoorDash, and Uber, under CEO Fabricio Bloisi’s expansion strategy.</li>
</ul>


Prosus’s €4.1bn all-cash acquisition of Just Eat Takeaway.com is now unconditional, with 98.19% ownership secured. Shares will delist from Euronext Amsterdam on 17 November ahead of statutory squeeze-out.
Early arbitrage entrants earned roughly 9.3% annualized return, late entrants about 3.6%. With settlement complete, the residual spread has closed, leaving no remaining event-driven opportunity.
The transaction cements Prosus as Europe’s largest food delivery platform and the world’s fourth largest globally, following Meituan, DoorDash, and Uber, under CEO Fabricio Bloisi’s expansion strategy.


Prosus–JET Arbitrage: Offer Unconditional, Squeeze-Out and Delisting Confirmed

<ul>
<li>The EC’s conditional clearance removes the final regulatory risk for Prosus’s €20.30/share JET acquisition, leaving only procedural steps. Current 0.69% spread reflects a near-99% implied probability of deal completion.</li>
<li>Structural remedies (Delivery Hero stake cut, governance exit, voting restrictions) ensure JET and Delivery Hero remain independent competitors. An independent trustee will oversee compliance under the European Commission’s binding commitments.</li>
<li>Early entrants capture ~9.6% annualized return; late entrants ~4.0%. Post-clearance, the market shows minimal mispricing, making the trade appealing only for short-term, low-volatility capital deployment strategies.</li>
</ul>


The EC’s conditional clearance removes the final regulatory risk for Prosus’s €20.30/share JET acquisition, leaving only procedural steps. Current 0.69% spread reflects a near-99% implied probability of deal completion.
Structural remedies (Delivery Hero stake cut, governance exit, voting restrictions) ensure JET and Delivery Hero remain independent competitors. An independent trustee will oversee compliance under the European Commission’s binding commitments.
Early entrants capture ~9.6% annualized return; late entrants ~4.0%. Post-clearance, the market shows minimal mispricing, making the trade appealing only for short-term, low-volatility capital deployment strategies.


Prosus–JET Arbitrage: EC Clearance Granted, Minimal Spread Remains

<ul>
<li>Prosus's €20.30/share offer for JET trades at a 1.1% gross spread with EU clearance due 11 August; implied success probability stands at ~97% based on current market pricing.</li>
<li>Offer extended to 1 October to align with EC timeline. Prosus proposes structural remedies—stake cut and board exit from Delivery Hero—to resolve competition overlap in five EU countries.</li>
<li>Estimated settlement by mid-October. New entrants see 5.5% annualized return; early investors could realize 9.6%. Downside risk to €12.43 implies a 38% loss if deal breaks unexpectedly.</li>
</ul>


Prosus's €20.30/share offer for JET trades at a 1.1% gross spread with EU clearance due 11 August; implied success probability stands at ~97% based on current market pricing.
Offer extended to 1 October to align with EC timeline. Prosus proposes structural remedies—stake cut and board exit from Delivery Hero—to resolve competition overlap in five EU countries.
Estimated settlement by mid-October. New entrants see 5.5% annualized return; early investors could realize 9.6%. Downside risk to €12.43 implies a 38% loss if deal breaks unexpectedly.


Prosus–JET Arbitrage: Tight Spread, High Certainty Ahead of EC Decision

US-EU Index & Corporate Actions Analyst, ORTEX

Harry Kalfas

US-EU Index & Corporate Actions Analyst

Global Financial Data and Analytics Platform

ORTEX

ORTEX is a global financial data and analytics platform providing real-time securities lending and short interest data, index rebalance data, holdings and insider transactions, trading signals, corporate actions and news,  stock machine learning and factor scores and other analytics. The majority of the data are downloadable and accessible through APIs.

Index Rebalance

Just Eat Takeaway.com NV / Index Rebalance

<ul>
<li>
<a href="https://www.smartkarma.com/entities/prosus-nv" target="_blank" data-smartkarma-citation="entities:28104:1" rel="noopener">Prosus NV (PRX NA)</a> is acquiring <a href="https://www.smartkarma.com/entities/just-eat-takeaway-com-nv" target="_blank" data-smartkarma-citation="entities:28360:1" rel="noopener">Just Eat Takeaway.com NV (TKWY NA)</a> in an all-cash tender offer of €20.30 per share, valuing the deal at approximately €4.1 billion.</li>
<li>The transaction is awaiting Phase 1 regulatory approval from the European Commission, anticipated by late July 2025.</li>
<li>Upon completion, <a href="https://www.smartkarma.com/entities/just-eat-takeaway-com-nv" target="_blank" data-smartkarma-citation="entities:28360:1" rel="noopener">Just Eat Takeaway.com NV (TKWY NA)</a> will be removed from multiple major indices, potentially causing significant passive fund outflows.</li>
</ul>



Prosus NV (PRX NA) is acquiring Just Eat Takeaway.com NV (TKWY NA) in an all-cash tender offer of €20.30 per share, valuing the deal at approximately €4.1 billion.
The transaction is awaiting Phase 1 regulatory approval from the European Commission, anticipated by late July 2025.
Upon completion, Just Eat Takeaway.com NV (TKWY NA) will be removed from multiple major indices, potentially causing significant passive fund outflows.


Prosus and Just Eat Takeaway Deal Close to Completion: Deletions Across Major Indices

<ul>
<li>Prosus' €4.1bn all-cash offer for Just Eat Takeaway.com represents a 63% premium to the pre-announcement share price and an EV/NTM EBITDA multiple of 9.3x, above the sector median of 7.2x.</li>
<li>The deal strengthens Prosus' global food delivery footprint, complementing its stakes in iFood, Delivery Hero, and Meituan, with potential synergies in AI-driven logistics, customer acquisition, and operational efficiency.</li>
<li>Regulatory approval remains a key hurdle, especially in markets where Just Eat Takeaway.com and Delivery Hero hold significant shares, potentially impacting the likelihood and timeline of deal completion.</li>
</ul>


Prosus' €4.1bn all-cash offer for Just Eat Takeaway.com represents a 63% premium to the pre-announcement share price and an EV/NTM EBITDA multiple of 9.3x, above the sector median of 7.2x.
The deal strengthens Prosus' global food delivery footprint, complementing its stakes in iFood, Delivery Hero, and Meituan, with potential synergies in AI-driven logistics, customer acquisition, and operational efficiency.
Regulatory approval remains a key hurdle, especially in markets where Just Eat Takeaway.com and Delivery Hero hold significant shares, potentially impacting the likelihood and timeline of deal completion.


Prosus/Just Eat Takeaway: A Strategic Takeover in the Food Delivery Sector

United Kingdom

Just Eat Takeaway.com N.V. is an online food ordering company. The Company offers mobile application for ordering and delivering of food and beverages. Just Eat Takeaway.com serves customers worldwide.

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Just Eat Takeaway.com NV (TKWY NA)

Prosus–JET Arbitrage: Offer Unconditional, Squeeze-Out and Delisting Confirmed

Prosus completes €4.1bn JET buyout with 98.19% ownership; delisting set for 17 Nov. Offer unconditional, spread realized—no remaining arbitrage,...

Jesus Rodriguez Aguilar

Prosus–JET Arbitrage: EC Clearance Granted, Minimal Spread Remains

EC clears Prosus’s €4.1bn takeover of Just Eat Takeaway with conditions, removing final regulatory hurdle and paving the way for completion by...

Jesus Rodriguez Aguilar

Prosus–JET Arbitrage: Tight Spread, High Certainty Ahead of EC Decision

Prosus’s JET offer nears regulatory decision with a tight 1.1% spread. High probability of success offers 5.5% annualized return; downside risk...

Jesus Rodriguez Aguilar

Prosus and Just Eat Takeaway Deal Close to Completion: Deletions Across Major Indices

Prosus nears completion of its €4.1B cash offer for Just Eat Takeaway, triggering index deletions and passive flows along with intra-quarter index...

Harry Kalfas

Prosus/Just Eat Takeaway: A Strategic Takeover in the Food Delivery Sector

Prosus offers €4.1bn for Just Eat Takeaway.com, boosting global food delivery presence with potential synergies but facing regulatory hurdles.

Jesus Rodriguez Aguilar

Price Gauge

52-week Range

Market Cap (USDm)

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Prosus–JET Arbitrage: Offer Unconditional, Squeeze-Out and Delisting Confirmed

Prosus completes €4.1bn JET buyout with 98.19% ownership; delisting set for 17 Nov. Offer unconditional, spread realized—no remaining arbitrage,...

Jesus Rodriguez Aguilar

Prosus–JET Arbitrage: EC Clearance Granted, Minimal Spread Remains

EC clears Prosus’s €4.1bn takeover of Just Eat Takeaway with conditions, removing final regulatory hurdle and paving the way for completion by...

Jesus Rodriguez Aguilar

Prosus–JET Arbitrage: Tight Spread, High Certainty Ahead of EC Decision

Prosus’s JET offer nears regulatory decision with a tight 1.1% spread. High probability of success offers 5.5% annualized return; downside risk...

Jesus Rodriguez Aguilar

Prosus and Just Eat Takeaway Deal Close to Completion: Deletions Across Major Indices

Prosus nears completion of its €4.1B cash offer for Just Eat Takeaway, triggering index deletions and passive flows along with intra-quarter index...

Harry Kalfas

Prosus/Just Eat Takeaway: A Strategic Takeover in the Food Delivery Sector

​Prosus offers €4.1bn for Just Eat Takeaway.com, boosting global food delivery presence with potential synergies but facing regulatory hurdles.

Jesus Rodriguez Aguilar

Prosus offers €4.1bn for Just Eat Takeaway.com, boosting global food delivery presence with potential synergies but facing regulatory hurdles.