Prosus wants Brussels to stop forcing it out of Delivery Hero just as Uber is trying to move in. That turns a merger remedy into a live test of how Europe handles technology portfolios when the market changes under its feet.
Prosus has spent months selling down its Delivery Hero stake to satisfy European regulators. Now it is asking for the rules to change. 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 Naspers' acquisition of Just Eat Takeaway.com.
The timing is the story. 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 clean when regulators wanted to separate overlapping interests in European food delivery. It looks less clean now that Uber is sitting on a much larger position and has approached Delivery Hero about a possible takeover.
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 presented by Prosus as steps toward meeting the European Commission commitments tied to the Just Eat approval.
Delivery Hero has since confirmed that Uber indicated interest in a possible public takeover offer at €33 per share, valuing the German company at roughly €10 billion. Its shares jumped after the disclosure, a sign that investors now see the company less as a forced-sale problem for Prosus and more as a strategic target in a consolidating market.
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.
Uber Changes The Optics
Prosus' argument is that the remedy may now be producing the opposite of what regulators intended. Being pushed to sell could leave a European food delivery company more exposed to Uber, a US competitor with global delivery ambitions. That does not automatically make the remedy wrong, but it does make the Commission's next decision more difficult. Antitrust commitments are supposed to preserve competition, not simply move influence from one powerful shareholder to another.
There is also a practical market issue. Forced selling can weigh on a company's share price, especially when investors know more stock has to come. It can shift influence to buyers who are ready when the seller is under a deadline. In April, Uber bought into Delivery Hero at a premium to the recent one-month volume-weighted average price, but Prosus was still reducing a strategic position under regulatory pressure. In May, Aspex lifted its own exposure while Prosus moved closer to compliance.
For Delivery Hero, the pressure comes after a bruising period with European regulators. In June 2025, the European Commission fined Delivery Hero and Glovo €329 million over conduct that included no-poach agreements, information sharing and market allocation before Delivery Hero took full control of Glovo. That history helps explain why Brussels took a hard line around overlapping interests in the Just Eat review. It also means the Commission will not want to look casual about competition risks in food delivery.
For Prosus, the issue reaches beyond one stake. 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 owning 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 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 later buys 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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