Prosus wants the EU to stop forcing it out of Delivery Hero just as Uber circles the same company. That turns a technical merger remedy into a much bigger test of how Brussels handles technology portfolios.
Prosus has spent months selling down its Delivery Hero stake to satisfy European regulators. Now it is trying to change the terms of the deal. According to Bloomberg, the Amsterdam-listed technology investor has asked the European Union to drop the requirement that it keep selling shares in Delivery Hero, the Berlin-based food delivery group, after the condition was attached to Prosus parent Naspers’ acquisition of Just Eat Takeaway.com.
The timing matters. Prosus no longer owns the 27.4% Delivery Hero stake that first alarmed Brussels when the Just Eat transaction was reviewed. After two recent sales, it is down to about 17%. But the European Commission’s remedy still requires a deeper reduction, widely reported as below 10% by late summer. That may have looked neat on paper when regulators wanted to separate overlapping interests in European food delivery. It looks more awkward now that Uber has become a larger presence around Delivery Hero.
In April, Prosus agreed to sell 13.58 million Delivery Hero shares to Uber Technologies at €20 a share, raising about €270 million and cutting its holding from 26.3% to 21.8%. In May, it sold another 5% interest to Aspex Management at €22 a share, generating about €335 million and reducing the position to 16.8%. Both transactions were framed by Prosus as steps toward meeting the European Commission commitments tied to the Just Eat approval.
The original antitrust logic was straightforward. Naspers, acting through Prosus, was buying Just Eat Takeaway.com in a deal valued at about €4.1 billion. At the same time, Prosus was Delivery Hero’s largest shareholder. In markets where Just Eat and Delivery Hero overlap, that created an obvious concern for regulators: one investor could have economic exposure to rival food delivery networks and less incentive to support fierce competition between them.
Brussels responded with conditions. Prosus had to significantly reduce its Delivery Hero shareholding. It also faced limits on voting rights, board influence and the ability to increase the stake again. Teresa Ribera, the European Commission’s competition chief, said at the time that the commitments were meant to preserve choice for consumers ordering food online. The message to the sector was clear enough: minority holdings can still matter when they sit inside a market with few strong operators.
That is why Prosus’ request is not just a complaint about one forced sale. It is a challenge to the way the EU measures influence. A passive stake is not the same thing as management control. But in a concentrated consumer market, regulators increasingly treat financial exposure, board access and shareholder rights as part of the competitive structure. Founders and investors should pay attention to that. The old habit of taking strategic stakes across a category can become complicated once consolidation enters the picture.
Uber Changes The Optics
The strange part is what the remedy may be producing. Prosus argues that being pushed to sell could leave Delivery Hero more exposed to Uber, a US competitor with its own delivery ambitions. Bloomberg reported that Prosus does not want to be forced into further disposals while Uber negotiates a possible takeover of the German company. That is the kind of development that can make an antitrust remedy look less settled than it did when it was written.
There is a practical market issue here as well. Forced selling can weigh on a company’s share price, especially when investors know more stock has to come. It can also shift influence to buyers who happen to be ready when the seller is under a deadline. In the April deal, Uber bought into Delivery Hero at a premium to the recent one-month volume-weighted average price, but Prosus still reduced a strategic position under regulatory pressure. In the May deal, Aspex lifted its own exposure while Prosus moved closer to compliance.
For Delivery Hero, this comes at a delicate moment. The company has already been through a tougher antitrust climate in Europe. Delivery Hero and Glovo were fined by the European Commission in 2025 over conduct that included market-sharing and other coordination concerns before Delivery Hero took full control of Glovo. That history helps explain why Brussels took a hard line around overlapping interests when reviewing the Just Eat transaction. It also means the Commission will not want to look as if it is retreating from scrutiny of the sector.
For Prosus, the issue reaches beyond food delivery. The company presents itself as a global technology investor with interests across ecommerce, payments, classifieds, mobility and AI-led consumer services. Its model depends on being able to own pieces of multiple businesses across related markets. If regulators can force a sell-down because a portfolio company overlaps with another acquisition, the cost of building that kind of network rises.
This is the real lesson for European consumer tech. Capital structures are becoming regulatory facts, not just investor paperwork. A founder may welcome a large strategic investor because it brings money, expertise and distribution. But if that investor already backs a competitor, or might one day buy another company in the same category, the shareholding can become a problem at exactly the moment a deal is supposed to create value.
The next thing to watch is whether Brussels treats Prosus’ request as a narrow timing issue or as a broader challenge to the remedy itself. If the Commission refuses, Prosus may have to keep selling into a market where Uber and other large investors are watching closely. If it relents, strategic investors will read that as a sign that EU merger commitments can be revisited when market facts change. Either way, the decision will shape how technology groups build portfolios in Europe, and how carefully founders choose the investors sitting around their cap table.
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