Just Eat Takeaway.com announced its biggest organisational rejig at its annual general meeting on Wednesday. The reorganisation of the management board and the supervisory board sets the company up for a challenge of reviving its business fortunes, expanding its strategic partnerships, and improving the gross transaction value.
The biggest news is the exit of supervisory board chairman Adriaan Nühn, but it also seems like CFO Brent Wissink has survived the call for his exit by Cat Rock, the second largest shareholder of the company. Here is a look at some of the biggest announcements from Just Eat Takeaway.com’s annual general meeting.
Adriaan Nühn exists supervisory board
One of the biggest agenda of the annual general meeting was to reelect the management board and the supervisory board. However, even before the start of the AGM, Adriaan Nühn, the chairman of the supervisory board, announced that he will not seek re-election. This resulted in Nühn exiting the supervisory board as chairman at the closing of the AGM of the company.
The biggest meal delivery company in Europe announced it will initiate the process for finding a successor of Nühn. In the absence of Nühn, his duties will be assumed by Corinne Vigreux, the vice-chair of the supervisory board.
Re-election of the management board and supervisory
At the annual general meeting, Just Eat Takeaway.com approved the reappointment of Jitse Groen and Brent Wissink as members of the management board. The company also approved reappointment of Corinne Vigreux, Ron Teerlink, Jambu Palaniappan, Lloyd Frink, and David Fisher as members of the supervisory board.
Ahead of the AGM, Cat Rock had published an open letter criticising the management board and the supervisory board. The investor had specifically asked the shareholders to vote against CFO Brent Wissink, but his appointment to the management board suggests Wissink has survived the criticism from Just Eat Takeaway.com’s second largest shareholder.
COO Jörg Gerbig under investigation
While the AGM saw Groen and Wissink get re-elected to the management board, COO Jörg Gerbig did not get reelected. In fact, the company revealed yesterday that it withdrew the reappointment agenda of Gerbig as chief operating officer and management board member. The withdrawal came not because of any financial or reporting obligations.
Ahead of the AGM, a formal complaint was filed against Gerbig accusing him of personal misconduct at a company event. An investigation has been initiated under Just Eat Takeaway.com’s Speak Up Policy and an external expert has been asked to conduct the investigation.
The company further confirmed that Gerbig is cooperating with the investigation and it has not reached any conclusion just yet. If allegations are proven to be unfounded then the meal delivery company plans to put Gerbig for re-election and might actually get confirmed to the management board.
Adoption of the 2021 annual accounts
The AGM also saw adoption of the 2021 annual accounts where Just Eat Takeaway.com revealed that it processed 1.1 billion orders from 99 million active customers. It also completed the acquisition of Grubhub in the United States and announced several on-demand convenience grocery delivery partnerships globally.
“Profitability is in our DNA, and we are uniquely positioned by owning so many highly-profitable positions already,” says Jitse Groen, CEO of Just Eat Takeaway.com.
Criticism of Just Eat Takeaway.com’s business practice
We’ve just released our Q1 2022 Trading Update➡️https://t.co/zrvKfAZMMH— Just Eat Takeaway.com (@JustEatTakeaway) April 20, 2022
Just Eat Takeaway.com was once the darling of institutional as well as retail investors. The happiness among investors was driven by the pandemic boom that saw Just Eat Takeaway.com register record deliveries, but as countries began opening their economy and people found more things to do beyond staying at home, Just Eat Takeaway.com’s pandemic gains got wiped out.
The decline of investor value saw Cat Rock Capital Management become a vocal critic of the company. Cat Rock holds approximately 14.8 millions shares in the capital of Just Eat Takeaway.com NV, which represents 6.9 per cent of Just Eat Takeaway.com’s outstanding shares.
“JET shareholders have been punished by a -75% stock price decline in less than two years. JET shareholders suffered this massive destruction of equity value despite the Company growing +97% organically and maintaining clear market leadership across many of the world’s largest economies,” Alex Captain, Founder and Managing Partner, Cat Rock Capital Management LP, said in an open letter.
As a shareholder for close to five years, Cat Rock began asking questions and was the first to criticise the company for its acquisition of Grubhub. After Just Eat Takeaway.com announced its plan to either sell Grubhub or seek a partner, the investment firm felt vindicated, but the resolution of the AGM seems to indicate that Cat Rock did not really get what it asked ahead of the annual shareholder meeting.
Just Eat Takeaway.com: the road ahead
Just Eat Takeaway.com finds itself in a place where it no longer enjoys the positive investor sentiment or the sharp uptick in orders driven by the pandemic. To revive the business, the company has announced a number of measures, including possible sale of Grubhub or a strategic partner to support the business.
It also plans to focus on gross transaction value while growth remains challenging in the second quarter. One of the focuses for the leadership will be to increase profitability by focusing on increasing revenue per order. Lastly, the company also seeks to expand its strategic partnership after seeing early success with McDonald’s.