REG - Just Eat Takeaway - AGM Statement

Just Eat Takeaway.com NVAnnouncement

18/11/2022 13:00

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RNS Number : 9494G  Just Eat Takeaway.com N.V.  18 November 2022

Amsterdam, 18 November 2022

Just Eat Takeaway.com EGM adopts all resolutions

Just Eat Takeaway.com N.V. (LSE: JET, AMS: TKWY), hereinafter the "Company",
or together with its group companies "Just Eat Takeaway.com", one of the
world's largest online food delivery marketplaces, has today approved all
proposals on the agenda, including sale of its equity stake of approximately
33% in the iFood joint venture to Prosus N.V. ("Prosus") (the "Transaction"),
the proposed appointments to the Supervisory Board and Management Board and
the proposed transfer of listing of the Company's shares.

 

On 19 August 2022, Just Eat Takeaway.com announced that it had entered into an
agreement with MIH Movile Holdings B.V. ("Movile"), an affiliate of Prosus,
regarding the sale of the Company's equity stake of approximately 33% in
iFood. The Transaction consideration will comprise €1.5 billion in cash on
closing and a deferred consideration, contingent on the performance of the
online food delivery sector over the next twelve months, of up to €300
million. Completion of the Transaction is anticipated to occur shortly after
the EGM.

 

The voting results of the adopted resolutions will be published on the website
of Just Eat Takeaway.com within five working days. The adopted resolutions
also include the (re)appointment of Mr. Andrew Kenny and Mr. Joerg Gerbig as
members of its Management Board, and Mr. Dick Boer and Ms. Mieke De Schepper
to the Supervisory Board. The appointments of Mr. Joerg Gerbig, Mr. Dick Boer
and Ms. Mieke Schipper have become effective immediately. Mr. Andrew Kenny's
appointment to the Management Board is conditional on a positive decision from
the Dutch Central Bank which is a requirement under Dutch law.

 

The Company expects that the transfer of listing from a premium listing to a
standard listing will become effective on 19 December 2022 and that trading of
its shares will commence in the category of "Standard Listing (shares)" on the
Official List at 9.00am CET on the same date.

 

The voting results from the EGM will shortly be published on the website of
Just Eat Takeaway.com. In addition, a copy of the voting results will be
submitted to the UK Financial Conduct Authority's National Storage Mechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) and will be available
for inspection. The draft minutes will be made available on the Company's
website within three months.

 

For further information related to the EGM, please visit the Just Eat
Takeaway.com website
(https://www.justeattakeaway.com/investors/general-meeting/) .

 

Just Eat Takeaway.com

Jitse Groen, CEO

Brent Wissink, CFO

Joerg Gerbig, COO

 

Investors:

Joris Wilton

E: IR@justeattakeaway.com

Media:

E: press@justeattakeaway.com

For more information, please visit our corporate website:
https://justeattakeaway.com (https://justeattakeaway.com)

 

About Just Eat Takeaway.com

 

Just Eat Takeaway.com (LSE: JET, AMS: TKWY) is one of the world's leading
global online food delivery marketplaces.

Headquartered in Amsterdam, the Company is focused on connecting consumers and
partners through its platforms. With 680,000 connected partners, Just Eat
Takeaway.com offers consumers a wide variety of food choice.

Just Eat Takeaway.com has rapidly grown to become a leading online food
delivery marketplace with operations in the United States, the United Kingdom,
Germany, the Netherlands, Canada, Australia, Austria, Belgium, Bulgaria,
Denmark, France, Ireland, Israel, Italy, Luxembourg, New Zealand, Poland,
Slovakia, Spain and Switzerland, as well as Colombia and Brazil through its
stake in the iFood joint venture.

Market Abuse Regulation

This press release contains inside information (i) as meant in clause 7(1) of
the Market Abuse Regulation and (ii) in terms of Article 7(1) of the Market
Abuse Regulation as it forms part of UK law pursuant to the European Union
(Withdrawal) Act 2018.

Disclaimer

 

Statements included in this press release that are not historical facts are,
or may be deemed to be, forward-looking statements, including "forward-looking
statements" made within the meaning of the U.S. Private Securities Litigation
Reform Act of 1995. These forward-looking statements may be identified by the
use of forward-looking terminology, including the terms "anticipates",
"expects", "intends", "may" or "will" or comparable terminology, or by
discussions of strategy, plans, objectives, goals, future events or
intentions. Forward-looking statements may and often do differ materially from
actual results, reflect the Company's current view with respect to future
events and are subject to risks relating to future events, including risks
from or uncertainties related to innovation; competition; brand &
reputation; acquisitions; global strategic projects; technological reliability
and availability; social change, legislation & regulation; data security
and privacy; financial reporting, people, operational complexity of hybrid
model and integration & transformation, as well as those contained in the
Company's filings with the SEC, including the Company's registration statement
on Form 20-F and Current Reports on Form 6-K, which may be obtained free of
charge at the SEC's website, http://www.sec.gov, and the Company's Annual
Reports, which may be obtained free of charge from the Company's corporate
website, https://justeattakeaway.com. Past performance is no guide to future
performance and persons needing advice should consult an independent financial
adviser. Forward-looking statements reflect knowledge and information
available at, and speak only as of, the date they are made, and the Company
expressly disclaims any obligation or undertaking to update, review or revise
any forward-looking statement contained in this announcement. Readers are
cautioned not to place undue reliance on such forward-looking statements.

 

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