European Event-Driven Analyst

Jesus Rodriguez Aguilar

Event-Driven

<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

External reports (aggregated public sources), Value Investors Club

Value Investors Club

External reports (aggregated public sources)

Equity Bottom-Up

Just Eat Takeaway.com NV / Equity Bottom-Up

<ul><li>TKWY is a market leader in food delivery in Germany and the Netherlands, as well as other major markets.</li><li>Despite a 90% decline in stock value since before covid, TKWY has an EV of 2.7B EUR.</li><li>M&amp;A multiples in the industry typically range above 0.5x GTV, suggesting potential undervaluation of TKWY's assets and market position.</li></ul><p><em>This content is sourced through publicly available sources and has been machine generated. Information displayed is for general informational purposes only. This article was originally published 3 months ago on Value Investors Club.</em></p>

TKWY is a market leader in food delivery in Germany and the Netherlands, as well as other major markets.Despite a 90% decline in stock value since before covid, TKWY has an EV of 2.7B EUR.M&amp;A multiples in the industry typically range above 0.5x GTV, suggesting potential undervaluation of TKWY's assets and market position.This content is sourced through publicly available sources and has been machine generated. Information displayed is for general informational purposes only. This article was originally published 3 months ago on Value Investors Club.

Just Eat Takeaway.Com N.V. (JTKWY) - Thursday, Jul 25, 2024

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: 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

Just Eat Takeaway.Com N.V. (JTKWY) - Thursday, Jul 25, 2024

TKWY is a market leader in food delivery in Germany and the Netherlands, as well as other major markets. Despite a 90% decline in stock value since...

Value Investors Club

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52-week Range

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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

Just Eat Takeaway.Com N.V. (JTKWY) - Thursday, Jul 25, 2024

TKWY is a market leader in food delivery in Germany and the Netherlands, as well as other major markets. Despite a 90% decline in stock value since...

Value Investors Club

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