Just Eat acquire Skip the Dishes
Just Eat plc, a leading global marketplace for online food delivery, today announces that it has agreed the acquisition of SkipTheDishes for an initial consideration of CAD $110 million (£66.1 million) to be primarily funded from existing cash resources.
With expected revenue of CAD$23.5 million for the current year ending December 2016, SkipTheDishes is one of Canada’s largest online food delivery marketplaces and has developed a technologically-advanced delivery platform focused on lower density metropolitan and suburban areas, which are key features of the Canadian market. It has a selection of more than 2,900 unique restaurants and 350,000 active customers. SkipTheDishes is currently experiencing strong top line growth, with orders for the 10 months to October 2016 of 1.6 million, representing year on year growth of 186 percent.
The acquisition is consistent with Just Eat’s strategic ambition to be the clear market-leader in Canada. SkipTheDishes is highly complementary to Just Eat’s existing Canadian operations, with limited geographical overlap between the two companies. It will bring scale, technological expertise and exceptional talent to the Company’s local operations. The combination of SkipTheDishes’s delivery capabilities with Just Eat’s growing network of restaurant partners and customers will significantly enhance Just Eat’s market-leadership in Canada.
Canada’s growing online food delivery market is worth over £1.5 billion annually. Online penetration is accelerating quickly but estimated to be significantly below many of Just Eat’s other developed markets at 31 percent. The large majority of SkipTheDishes’ orders are derived from its Canadian footprint. It is also operational in a small number of cities in the U.S. Mid-West region.
Given an outlook for continued, strong order growth over the medium term, as SkipTheDishes scales significantly across Canada, Just Eat expects the acquisition, net of one-off exceptional transaction and integration costs, to be moderately dilutive to EPS in 2017 and 2018 before being EPS accretive thereafter.
The initial consideration of CAD$110 million (£66.1 million) is split CAD$100 million payable in cash immediately on deal completion and CAD$10 million (£6.0 million) payable in 12 months in the form of 1,046,601 new Just Eat Ordinary shares of £0.01 each. The new Just Eat shares will be issued and listed shortly and held in escrow until the payment date. A further cash amount of up to CAD$90m (£54.1 million) may also be payable, subject to certain strict financial targets being met.
An application will shortly be made to The UK Listing Authority and The London Stock Exchange for the 1,046,601 Ordinary shares of £0.01 each, to trade on The London Stock Exchange and to be admitted to The Official List. These shares shall rank equally with the existing issued shares of the Company.
It is expected that admission of the shares will take place on 20 December 2016. Following admission, the Company’s total issued share capital will be 678,404,747 Ordinary shares of £0.01 each and the total number of voting rights of the Company’s Ordinary shares will be 678,404,747.
The Acquisition is expected to complete today.
David Buttress, CEO of Just Eat, commented: “The acquisition of SkipTheDishes will materially strengthen Just Eat’s number one position in Canada. Canada is a phenomenally exciting country for online food delivery, with significant runway for growth and a clear opportunity to drive channel shift. SkipTheDishes’ outstanding team, technological know-how and operational excellence has enabled it to develop a business model well-suited to Canada’s unique market conditions. It will complement our existing operations so that Just Eat is best-placed to address this fast-growing market.”
Joshua Simair, CEO and Co-founder of SkipTheDishes, commented: “This is a hugely exciting day for SkipTheDishes. Through the hard work of our fantastic team, we have enjoyed substantial growth since we started our company four years ago. By joining forces with Just Eat, we are bringing together two business models which will leave the combined business well-positioned to address the Canadian online food delivery market’s unique characteristics and unlock its considerable unrealized potential.”
Six issues at the top of tax and finance leaders’ agenda
New Deloitte research reveals that tax leaders are under increasing pressure to add strategic value as companies accelerate business model transformation, from undergoing digital transformations to rethinking their supply chains or investing in green initiatives.
According to Phil Mills, Deloitte Global Tax & Legal Leader, to “truly deliver value to the business, the tax function needs to rethink its resourcing model and transform its technology infrastructure to create capacity and control costs”.
And the good news, according to Mills, is that tax and business leaders have more options at their disposal to achieve this.
Reflecting the insights of global tax and finance executives at global companies, Deloitte’s Tax Operations in Focus study reveals the six issues at the top of tax and finance leaders’ agenda.
Trend 1: Businesses seek more strategic counsel from tax
Companies are being pushed to develop new digital products and distribution channels and accelerate sustainable transformation and this is taking them into uncharted tax territory. Tax leaders say their teams must have the resources and skills to give deeper advisory support on digital business models (65%), supply chain restructuring (49%) and sustainability (48%) over the next two years. This means redrawing the boundaries of what tax professionals focus on, and accelerating adoption of advanced technologies and lower-cost resourcing models to meet compliance requirements and free up time.
According to Joanne Walker, Group Tax Director, BT Group PLC, "There’s still a heavy compliance load today, but the vision for the future would be that much of that falls away, and tax people become subject matter experts who help program the machine, ensure quality control, and redirect their time to advisory activity.”
Trend 2: Tipping point for resourcing models
Business partnering demands in the tax department are on the rise, but 93% of tax leaders say their department’s budget is remaining flat or falling. To ensure that the tax function can redefine itself as a strategic function at the pace that is required, leaders are choosing to move increasing amounts of compliance and reporting to a combination of shared service centers, finance departments, and outsourcing providers that have invested in best-in-class technology.
Trend 3: Digital tax administration is moving faster than expected
in addition to the rising focus of the corporate tax department partnering with their business counterparts, transformative changes to the way companies share tax information with revenue authorities is also creating an imperative to modernize operations at a faster pace. Nine in 10 (92%) respondents say that shifting revenue authority demands on digital tax administration will have a moderate or high impact on tax operations and resources over the next five years—and several heads of tax said the trend is moving faster than expected.
"It’s really stepped up in the last couple of years," says Anna Elphick, VP Tax, Unilever. "Tax authorities don't just want a faster turnaround for compliance but access into a company’s systems. It's not unreasonable to think that in a much shorter time than we expect, compliance will be about companies reviewing a return that's been drafted by the tax authorities."
Trend 4: Data simplification and lower-cost resourcing are top priorities
Tax leaders said that simplifying data management (53%) and moving to lower-cost resourcing models (51%) must be prioritized if tax is to become more proactive at delivering strategic insights to the business. Many tax teams are ensuring that they have a seat at the table as ERP systems are overhauled, which is paying dividends: 56% of those that have introduced NextGen ERP systems are now highly effective at supporting the business with scenario-modeling insights. Only 35% of those with moderate to low use of NextGen ERP systems said the same.
At Stryker, “we automated the source P&L process for transfer pricing which took a huge burden off of the divisions," says David Furgason, Vice President Tax. "Then we created a transfer price database to deposit and retrieve data so we have limited impact on the divisions. We are moving to a single ERP platform which will help us make take the next step with robotics.”
Trend 5: Skillsets are shifting
Embedding a new data infrastructure and redesigning processes are critical for the future tax vision. Tax leaders are aligned — data skills (45%) and technology process experience (43%) are ‘must have’ skills in a tax department of the future, but more traditional tax specialist knowledge also remains key (40%). The trick to success will be in tax leaders facilitating the way these professionals, with their different backgrounds, can work together collectively to unlock lasting value.
Take Infineon Technologies, which formed a VAT technology and governance group "that has the right knowledge about how to change the system to ensure it generates the right reports", according to Matthias Schubert, Global Head of Tax. "Involving them early was key as we took a greenfield approach, so we could think about what the optimal processes would look like and how more intelligent systems could make an impact
Trend 6: 2020 brought productivity improvements
Improved productivity (50%) and accelerating shifts to remote working (48%) were cited as the biggest operational benefits to emerge from COVID-19-driven disruption. But, as 78% of leaders now plan to embed either hybrid or fully remote models in the tax function long term, 34% say maintaining productivity benefits is a top concern. And, as leaders think about building their talent pipeline and strengthening advisory skill sets, 47% say they must prioritize new approaches to talent recognition and career development over the next two years, while 36% say new processes for involving tax in business strategy decisions must be established.