But the revised offer may fail to win over shareholders.
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Prosus (PROSY), the European-listed tech investor owned by Naspers, said Monday that it would increase its bid for Just Eat (JSTTY) by 30 pence to £7.40 ($9.72) per share.
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That values Just Eat at £5.1 billion ($6.7 billion) and would be Naspers’ biggest deal yet.
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Prosus, which derives most of its value from its 31% stake in Chinese internet giant Tencent (TCEHY), said in a statement that its improved offer follows “extensive discussions” with Just Eat shareholders.
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It represents a 6% premium to the implied value of a proposed all-stock merger between Just Eat and Dutch rival Takeaway.com.
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Under the terms of that deal, which has the backing of Just Eat’s board and management, Just Eat shareholders will receive a 52% stake in the combined entity.
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Based on the structure of the deal and Takeaway.com’s share price on Monday, the combination implies a value for Just Eat of £6.96 ($9.16) per share, according to Credit Suisse analysts.
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Prosus argued in its statement that Just Eat shareholders should accept its bid because it offers the certainty of cash, and does not hinge on a stock price that could change.
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Naspers has invested $2.8 billion since 2016 building its online food delivery empire, which now spans 41 countries and 400,000 restaurant partners.
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The acquisition of Just Eat would add 13 markets and 100,000 restaurant partners to its network, pitting it against the likes of Amazon (AMZN)-backed Deliveroo and Uber (UBER) Eats in the United Kingdom.
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Through Prosus, Naspers has stakes in Europe’s Delivery Hero, iFood in Brazil and India’s Swiggy.
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But Credit Suisse analyst Joseph Barnet-Lamb said Prosus’ revised offer was still not high enough to swing the odds in its favor.
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“Takeaway.com’s share price reflects that they are the best operators in the industry,” Barnet-Lamb told CNN Business, suggesting that the Dutch company’s stock could climb further.
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Alex Captain, founder and managing partner of Cat Rock Capital, a top 10 shareholder in Just Eat, said that Prosus continues to “dramatically undervalue Just Eat” with its revised offer.
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Captain said in a statement that Prosus needs to offer at least £9.25 ($12.18) per share in order to compete with Takeaway.com.
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Shares in Just Eat are up 33% so far this year, and were trading at £7.81 pence ($10.25) at midday in London.
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