Just Eat and Takeaway.com discuss possible combination

London / Amsterdam. (tkwy) The Board of British Just Eat PLC notes the press speculation to a possible combination of the businesses. The Board confirms that Just Eat is in discussions regarding a possible combination of Just Eat with Takeaway.com. There can be no certainty as to whether any transaction will take place or the terms on which any combination may be agreed. A further announcement will be made if and when appropriate.

The Possible Combination may be implemented by way of an offer for Just Eat by Takeaway.com. Accordingly until further notice, for the purposes of the Code, Just Eat will be treated as an offeree company. In accordance with Rule 2.6(a) of the Code, Takeaway.com will have until no later than 05.00pm on 24 August 2019 to announce either a firm intention to make an offer for Just Eat in accordance with Rule 2.7 of the Code or that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline can be extended with the consent of the Panel on Takeovers and Mergers in accordance with Rule 2.6(c) of the Code – Just Eat PLC announced on July 27, 2019.

Possible Combination of Takeaway.com N.V. and Just Eat PLC

The Management Board of Dutch Takeaway.com N.V. notes the recent announcement by Just Just Eat PLC and confirms that it is in discussions with Just Eat regarding a possible all-share combination of Takeaway.com with Just Eat. Any transaction may be structured as an offer for Just Eat by Takeaway.com but there can be no certainty that any offer will be made, nor as to the terms of any such offer should one be made.

In accordance with Rule 2.6(a) of the Code, Takeaway.com is required, by no later than 05.00 p.m. (London time) on 24 August 2019, being 28 days after today’s date (2019/02/27), either to announce a firm intention to make an offer for Just Eat in accordance with Rule 2.7 of the Code or to announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline can be extended with the consent of the Panel on Takeovers and Mergers in accordance with Rule 2.6(c) of the Code. A further announcement will be made in due course – Takeaway.com N.V. announced on July 27, 2019.

About Just Eat

Britain’s Just Eat PLC operates a leading global hybrid marketplace for online food delivery. Headquartered in London, Just Eat PLC uses proprietary technology to offer a quick and efficient digital ordering service for over 26 million customers and more than 100,000 Restaurant Partners across the UK, Australia + New Zealand, Canada, Denmark, France, Ireland, Italy, Mexico, Norway, Spain, Switzerland and Brazil.

About Takeaway.com

The Netherlands’ Takeaway.com N.V. is the leading online food delivery marketplace in Continental Europe and Israel. The Company is focused on connecting consumers and restaurants through its platform. With nearly 44,000 connected restaurants, Takeaway.com offers consumers a wide variety of food choice. Takeaway.com mainly collaborates with delivery restaurants. In addition, Takeaway.com also provides restaurant delivery services in 64 cities in ten countries for restaurants that do not deliver themselves. Founded in 2000, Takeaway.com has rapidly grown to become the leading online food delivery marketplace of Continental Europe with operations in the Netherlands, Germany, Poland, Belgium, Austria, Israel, Switzerland, Luxembourg, Portugal, Bulgaria and Romania. In the twelve months ended December 2018, Takeaway.com processed nearly 94 million orders from 14.1 million unique consumers. With over 2,600 employees, Takeaway.com processed orders worth EUR 1.8 billion and generated gross revenue of EUR 240 million in the twelve months ended December 2018. In January 2019 Takeaway.com acquired the German food delivery businesses Lieferheld, Pizza.de and foodora from Delivery Hero. All three were integrated in Lieferando.de (yd. yourdelivery GmbH, Berlin).