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Takeaway.com (Seite 3)

eröffnet am 26.07.17 14:27:09 von
neuester Beitrag 13.06.22 16:10:12 von

ISIN: NL0012015705 | WKN: A2ASAC | Symbol: T5W
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24.06.22
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05.01.21 22:26:11
Beitrag Nr. 17 ()
Delivery Hero inzwischen bei 150, Just Eat Takeaway nur bei 96. Bis Herbst war JET noch leicht teurer als DH. Hat sich fundamental irgendwas geändert?
Just Eat Takeaway.com | 96,93 €
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30.12.20 16:22:03
Beitrag Nr. 16 ()
Man kann jetzt über den Sektor streiten, aber für mich klar das beste Investment innerhalb dieses Sektors wenn man Strategie und Bewertung zusammen nimmt. Siehe auch das Video:

Just Eat Takeaway.com | 91,04 €
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22.12.20 16:04:50
Beitrag Nr. 15 ()
Antwort auf Beitrag Nr.: 66.030.596 von saisonziel am 11.12.20 11:52:49Ich kann den Kursverlauf auch nicht ganz nachvollziehen, bin gestern eingestiegen. Bin selber Lieferando-Nutzer und habe in diesem Jahr wahrscheinlich mehr bestellt als in meinem ganzen Leben davor! Gerade durch den Lockdown ab November müsste es bei Lieferando nochmal einen Schub gegeben haben.

Der Trend wird weiterhin anhalten. Zusätzlich haben dieses Jahr viele Leute das erste mal bestellt. Die zweite Bestellung fällt da schon leichter :)
Just Eat Takeaway.com | 89,22 €
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11.12.20 11:52:49
Beitrag Nr. 14 ()
Ist hier sonst niemand investiert?
Der Kursverlauf gerade überrascht mich schon. Lieferando hat gute Zahlen präsentiert und noch eine buy-Empfehling bekommen, dazu die neuen Lockdowns und Konkurrenten aus der Branche steigen stark, nur Just Eat Takeaway.com nicht.
Woran liegt das?
Just Eat Takeaway.com | 87,22 €
1 Antwort
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08.12.20 11:41:56
Beitrag Nr. 13 ()
Interessantes Interview:
https://www.tagesspiegel.de/wirtschaft/lieferando-chefin-im-…

80% der Deutschen bestellen, nur 15% davon machen es bislang per App, die übrigen telefonisch. Ich sehe da Potential.
Just Eat Takeaway.com | 83,62 €
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04.12.20 11:33:57
Beitrag Nr. 12 ()
Glaubt ihr, der Kursverfall geht noch weiter? Der Kurs ist nun niedriger als vor Corona. Q4 wird wieder absoluter super laufen, aber seit der Impfstoffmeldung geht es bergab. Überall sind sie viele Lieferando Fahrer unterwegs, dass wird in Q1 bestimmt nicht weniger und insgesamt glaube ich, dass das Wachstum von vor Corona auf jedenfalls gehalten werden wird. Die Lockdowns haben klar einen Push gegeben, aber es ist doch nicht so als würde danach nichts mehr über Lieferando bestellt. Den starken Verfall kann ich mir daher nicht erklären und überlege einzusteigen zu diesen günstigen Preisen. Was meint ihr?
Just Eat Takeaway.com | 85,20 €
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15.06.20 19:01:49
Beitrag Nr. 11 ()
Hallo, wie seht ihr die kürzlich erfolgte Übernahme? Bevorzugt ihr Just Eat oder Delivery Hero? VG
Just Eat Takeaway.com | 80,74 €
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10.05.20 14:53:21
Beitrag Nr. 10 ()
In der neuesten Ausgabe des Graham & Doddsville Newsletters wird Just Eat ausführlich besprochen (ab Seite 11).

https://www8.gsb.columbia.edu/valueinvesting/sites/valueinve…
Just Eat Takeaway.com | 98,34 €
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04.04.20 19:20:45
Beitrag Nr. 9 ()
Jetzt nach der Übernahme kann großes entstehen
Just Eat Takeaway.com | 72,77 €
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18.08.19 16:24:35
Beitrag Nr. 8 ()
Antwort auf Beitrag Nr.: 59.671.805 von R-BgO am 20.01.19 14:00:38
noch mehr M&A;
Takeaway takes the lead:

Recommended all-share combination of Takeaway.com N.V. and Just Eat plc
Monday 5 August 2019

Summary

The boards of Takeaway.com N.V. ("Takeaway.com") and Just Eat plc ("Just Eat") are pleased to announce that they have reached agreement on the terms of a recommended all-share combination to be effected by means of a scheme of arrangement between Just Eat and the Just Eat Shareholders under Part 26 of the Companies Act 2006 (the "Combination").

Upon completion of the Combination, it is intended that the name of the Combined Group will be Just Eat Takeaway.com N.V. The Combination would create one of the largest food delivery companies in the world, with scale, strategic vision, industry-leading capabilities, leading positions in attractive markets and a diversified geographic presence.

The Just Eat Board and Takeaway.com Management Board believe that the Combination has compelling strategic logic and represents an attractive opportunity for both companies to build on the strong individual platforms of Just Eat and Takeaway.com with the potential to deliver substantial benefits to respective shareholders, consumers, employees and other stakeholders.

The Combination

Under the terms of the Combination, Just Eat Shareholders will be entitled to receive: 0.09744 New Takeaway.com Shares in exchange for each Just Eat Share

Immediately following completion of the Combination, Just Eat Shareholders will own approximately 52.15% and Takeaway.com Shareholders will own approximately 47.85% of the share capital of the Combined Group (based on the fully diluted ordinary issued share capital of Takeaway.com (but excluding dilution from any conversion of the Takeaway.com Convertible Bonds) and the fully diluted share capital of Just Eat, in each case as at the date of this Announcement).

The Just Eat Board and the Takeaway.com Management Board believe that the Combination is a highly compelling opportunity to create a combined business that will benefit from:

* creating one of the world's largest online food delivery platforms with 355 million orders[1] worth €7.3 billion in 2018[2];

* a strong, founder-led management team with 40 years of combined experience in the sector;

* strong leadership positions in many of the world's largest food delivery markets, including the United Kingdom, Germany, the Netherlands and Canada;

* a platform built around two of the world's largest profit pools in food delivery, the United Kingdom and the Netherlands;

* ability to deploy capital and resources to strengthen its competitive positions as the Combined Group determines appropriate; and operating leverage: greater ability to leverage investments, in particular in technology, marketing and restaurant delivery services across the combined business.

The terms of the Combination imply a value for Just Eat of 731 pence per Just Eat Share based on Takeaway.com's closing share price on 26 July 2019 of €83.55. This value represents a premium of 15% to Just Eat's closing share price on 26 July 2019 (being the last Business Day before the date on which Takeaway.com and Just Eat announced a possible all-share combination).

Following preliminary analysis undertaken by the Takeaway.com Management Board and the Just Eat Board, meaningful cost benefits have been identified which reinforce the strategic rationale for the Combination and the value creation opportunity for shareholders of the Combined Group. The key driver of the identified synergies is the efficiency opportunities that the Combined Group will be able to realise given the complementary nature of the businesses.

The Takeaway.com Management Board and the Just Eat Board, having reviewed and analysed the potential cost benefits of the Combination, and taking into account the factors they can influence, believe that the Combination will result in recurring annual pre-tax cost benefits of approximately €20 million (£18 million) by the fourth anniversary of the completion of the Combination, with around €10 million (£9 million) expected by the first anniversary of the completion of the Combination[3].

The Combined Group

Following completion of the Combination, it is intended that the Combined Group will have a two-tier board structure. Takeaway.com and Just Eat believe that an experienced Management Board with a clear track record, combined with effective oversight from a proven and engaged Supervisory Board, will be important to deliver the opportunities presented by the Combination. The Combined Group will draw on the array of talent and experience in both companies to drive the business forward. In this regard, the Management Board and Supervisory Board of the Combined Group will comprise a mixture of members from the Takeaway.com Boards and from the Just Eat Board, namely:

for the Management Board of the Combined Group:

Jitse Groen, currently CEO of Takeaway.com, will assume the role of CEO of the Combined Group;

Paul Harrison, currently CFO of Just Eat, will assume the role of CFO of the Combined Group;

Brent Wissink, currently CFO of Takeaway.com, will assume the role of Co-COO of the Combined Group; and Jörg Gerbig, currently COO of Takeaway.com, will assume the role of Co-COO of the Combined Group; and for the Supervisory Board of the Combined Group:

Mike Evans, currently the chairman of Just Eat, will assume the role of chairman of the Supervisory Board;

Adriaan Nühn, currently the chairman of the Takeaway.com Supervisory Board, will assume the role of vice-chairman of the Supervisory Board and senior independent non-executive director of the Combined Group;

three independent non-executive members identified by Just Eat;

two non-executive members identified by Takeaway.com, including one member nominated by Gribhold; and where Delivery Hero is entitled to, and has exercised its right to, nominate for appointment one independent Supervisory Board member under the existing relationship agreement between Takeaway.com and Delivery Hero, such independent member as nominated by Delivery Hero and one additional member nominated by the Supervisory Board[4].

Further details on the proposed governance structure for the Combined Group are set out in paragraph 12 of this Announcement.

The Combined Group will be headquartered and domiciled in Amsterdam, the Netherlands. The Combined Group also intends to maintain a number of Just Eat's current headquarter functions in London. The Combined Group intends to maintain its current locations of operations, with a significant part of its operations in the United Kingdom, including its existing operations in London, Borehamwood and Bristol. A full assessment of the Combined Group's other locations has not yet been conducted, and as a result, there are no specific plans in relation to these other locations.

As part of the Combination, Takeaway.com intends to seek approval for the listing and admission to trading of the enlarged share capital of the Combined Group, comprising the Existing Takeaway.com Shares and the New Takeaway.com Shares, on the Premium Segment of the London Stock Exchange's Main Market for listed securities, the listing and admission to trading of the New Takeaway.com Shares on Euronext Amsterdam and inclusion of the Combined Group in the FTSE 100 Index and FTSE All-Share Index.

Based on initial discussions with FTSE, Takeaway.com and Just Eat anticipate that the Combined Group would be eligible for inclusion in the FTSE 100 Index and the FTSE All-Share Index from completion of the Combination.

Combination details and recommendations

The Just Eat Directors, who have been so advised by Goldman Sachs and Oakley Advisory as to the financial terms of the Combination, consider the terms of the Combination to be fair and reasonable. Goldman Sachs and Oakley Advisory are providing independent financial advice to the Just Eat Directors for the purposes of Rule 3 of the City Code. In providing their financial advice to the Just Eat Directors, Goldman Sachs and Oakley Advisory have taken into account the commercial assessments of the Just Eat Directors.

Accordingly, the Just Eat Directors intend to recommend unanimously that Just Eat Shareholders vote in favour of the Scheme at the Court Meeting and the Just Eat Resolutions at the Just Eat General Meeting, as the Just Eat Directors who hold Just Eat Shares have irrevocably undertaken to do in respect of their entire beneficial holdings of, in aggregate, 660,476 Just Eat Shares, representing approximately 0.10% of the ordinary issued and to be issued share capital of Just Eat on 2 August 2019, being the last Business Day before the date of this Announcement. Further details of these irrevocable undertakings (including the circumstances in which they will fall away) are set out in Appendix III to this Announcement.

Pursuant to Dutch law and the Takeaway.com Articles of Association, various resolutions of Takeaway.com will need to be passed in order to approve, effect and implement the Combination. These Takeaway.com Resolutions consist of resolutions for: (i) the approval by the Takeaway.com EGM of the Combination within the meaning of 2:107a DCC; (ii) the delegation to the Takeaway.com Management Board of the right to issue the New Takeaway.com Shares; (iii) the delegation to the Takeaway.com Management Board of the right to exclude or limit pre-emptive rights in connection with the issue of the New Takeaway.com Shares; (iv) the amendment of the Takeaway.com Articles of Association including amendment to implement the new governance structure of the Combined Group; (v) the appointment of new members to the Management Board (subject to the implementation of the Combination); and (vi) the appointment of new members to the Supervisory Board (subject to the implementation of the Combination). All Takeaway.com Resolutions require a simple majority of the votes cast to be passed, provided that if less than half of the issued share capital of Takeaway.com is represented at the Takeaway.com EGM, Takeaway.com Resolution (iii) above requires a two-thirds majority of the votes cast to be passed.

The Takeaway.com Boards consider the Combination to be in the best interests of Takeaway.com and all of its stakeholders, including the Takeaway.com Shareholders as a whole, and the Takeaway.com Boards intend to recommend unanimously that the Takeaway.com Shareholders vote in favour of the Takeaway.com Resolutions at the Takeaway.com EGM, as the Takeaway.com Managing Directors who hold Takeaway.com Shares have irrevocably undertaken to do in respect of their entire beneficial holdings of, in aggregate, 574,486 Takeaway.com Shares, representing approximately 0.94% of the ordinary issued and to be issued share capital of Takeaway.com on 2 August 2019, being the last Business Day before the date of this Announcement. In addition, Gribhold, the personal holding company of Jitse Groen, has irrevocably undertaken to vote in favour of the Takeaway.com Resolutions at the Takeaway.com EGM in respect of a total of, in aggregate, 15,318,766 Takeaway.com Shares, representing approximately 25.03% of the ordinary issued and to be issued share capital of Takeaway.com on 2 August 2019, being the last Business Day before the date of this Announcement and to provide its prior written consent to the amendments to the Takeaway.com Articles of Association to be proposed to the Takeaway.com EGM which are required to give effect to the Combination. The Takeaway.com Supervisory Directors do not hold any Takeaway.com Shares. Further details of these irrevocable undertakings (including the circumstances in which they will fall away) are set out in Appendix III to this Announcement.

Takeaway.com has received financial advice from BofA Merrill Lynch (as financial adviser) in relation to the Combination. In providing its financial advice to Takeaway.com, BofA Merrill Lynch has relied upon the commercial assessments of the Takeaway.com Management Board. In addition, the Takeaway.com Supervisory Board has received financial advice from Lazard in relation to the Combination. In providing its financial advice to the Takeaway.com Supervisory Board, Lazard has relied upon the commercial assessments of the Takeaway.com Management Board and the Takeaway.com Supervisory Board on the Combination.

It is intended that the Combination will be effected by means of a Court-sanctioned scheme of arrangement of Just Eat under Part 26 of the Companies Act 2006, further details of which are contained in the full text of this Announcement (and will be included in the Scheme Document). Takeaway.com reserves the right to implement the Combination by way of an Offer, subject to the Panel's consent and the terms of the Co-operation Agreement.

In addition to being subject to the approval of the Takeaway.com Shareholders and Just Eat Shareholders, the Combination is also subject to, inter alia, completion of the Works Council Consultation Procedure by Takeaway.com in the Netherlands.

Irrevocable undertakings

Takeaway.com has received irrevocable undertakings from the Just Eat Directors who hold Just Eat Shares to vote in favour of the Scheme at the Court Meeting and the Just Eat Resolutions at the Just Eat General Meeting in respect of a total of, in aggregate, 660,476 Just Eat Shares, representing approximately 0.10% of the ordinary issued and to be issued share capital of Just Eat on 2 August 2019, being the last Business Day before the date of this Announcement. Further details of these irrevocable undertakings (including the circumstances in which they will fall away) are set out in Appendix III to this Announcement.

Just Eat has received irrevocable undertakings from the Takeaway.com Managing Directors who hold Takeaway.com Shares to vote in favour of the Takeaway.com Resolutions at the Takeaway.com EGM in respect of a total of, in aggregate, 574,486 Takeaway.com Shares, representing approximately 0.94% of the ordinary issued and to be issued share capital of Takeaway.com on 2 August 2019, being the last Business Day before the date of this Announcement. In addition, Just Eat has received an irrevocable undertaking from Gribhold, the personal holding company of Jitse Groen, to vote in favour of the Takeaway.com Resolutions at the Takeaway.com EGM in respect of a total of, in aggregate, 15,318,766 Takeaway.com Shares, representing approximately 25.03% of the ordinary issued and to be issued share capital of Takeaway.com on 2 August 2019, being the last Business Day before the date of this Announcement and to provide its prior written consent to the amendments to the Takeaway.com Articles of Association to be proposed to the Takeaway.com EGM which are required to give effect to the Combination. The Takeaway.com Supervisory Directors do not hold any Takeaway.com Shares. Further details of these irrevocable undertakings (including the circumstances in which they will fall away) are set out in Appendix III to this Announcement.

Timing

The Scheme Document will include further details of the Scheme, together with notices of the Court Meeting and the Just Eat General Meeting and the expected timetable, and will specify the actions to be taken by Just Eat Shareholders.

Given the time required to complete the Works Council Consultation Procedure by Takeaway.com in the Netherlands and to prepare the Just Eat Takeaway.com Prospectus required to implement the Combination, it is expected that the Scheme Document and Takeaway.com Circular will be published by 23 October 2019. It is expected that the Scheme Document, including the Scheme and notices of the Court Meeting and Just Eat General Meeting, will be posted to Just Eat Shareholders (together with Forms of Proxy) and, for information purposes only, to persons with information rights and to holders of options and awards granted under the Just Eat Share Plans in accordance with a timetable agreed between Just Eat and Takeaway.com from time to time, such that the Court Meeting and Just Eat General Meeting will be convened for no later than 20 December 2019 (or such other date as may be agreed by Just Eat and Takeaway.com subject to the Panel's consent). The Takeaway.com EGM will be held at or around the same time and on the same date as the Court Meeting and the Just Eat General Meeting and in any event no later than 20 December 2019 (or such other date as may be agreed by Takeaway.com and Just Eat, subject to the Panel's consent. For the purposes of paragraph 3(a) of Appendix 7 to the City Code, the Panel has consented to an extension of the applicable date for posting, such that Just Eat may post the Scheme Document by 23 October 2019.

In addition, it is expected that the Just Eat Takeaway.com Prospectus containing information about the Existing Takeaway.com Shares and New Takeaway.com Shares will be published at or around the same time as the Scheme Document is posted to Just Eat Shareholders.

The Scheme Document, the Just Eat Takeaway.com Prospectus and the Takeaway.com Circular will each be made available by Takeaway.com on its website at http://corporate.takeaway.com and by Just Eat on its website at www.justeatplc.com.

The Scheme is expected to become effective in Q4 2019, subject to satisfaction or (where applicable) waiver of the Conditions and certain further terms set out in Appendix I to this Announcement.
Commenting on today's Announcement, Jitse Groen, the CEO of Takeaway.com said:

"The Combination of Just Eat and Takeaway.com creates one of the world's largest and most powerful food delivery websites. It will become a formidable company that will make an impact on tens of millions of consumers across the globe; it will be at the forefront of product and tech development in the sector, and it will lead the way in its relationship with its consumers, restaurant partners, its staff, and its delivery drivers. It is a dreamed combination, created by the sector's dream team, and I can only be grateful for the opportunity of leading it."

Commenting on the Combination, Mike Evans, the Chairman of Just Eat said:

"The Board believes that this is a compelling offer for Just Eat shareholders which will create a global leader in a dynamic and rapidly growing sector. Our businesses have a shared philosophy and culture, and together we will create one of the world's largest online food delivery platforms with leading positions in key markets. With a significant commitment to the UK and to the employees of Just Eat, we believe the new combination and proven leadership team will allow us to better serve our millions of consumers and thousands of restaurant partners around the world. Just Eat will be a driving force in the creation of an exciting global leader and I am looking forward to working with Jitse and the talented Takeaway.com team to seize this opportunity together."
Just Eat Takeaway.com | 83,25 €
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