Prosus NV Faces EU Antitrust Roadblocks While Steering Shareholder Disposals

Prosus NV, the Dutch investment powerhouse that owns a controlling stake in e‑MAG and a significant position in Delivery Hero, is confronting a two‑pronged challenge: stringent EU competition scrutiny on its European expansion plans and a wave of shareholder liquidations that could erode its capital base.

EU Antitrust Clamp‑Down on the $15 bn European Investment Plan

In late December, Prosus chief Fabricio Bloisi publicly castigated the European Commission for “curbing” the company’s ambition to invest up to US$15 billion in the continent. The criticism erupted after the Commission imposed a tighter deadline on Prosus to divest its 27 % stake in Delivery Hero—down from an 18‑month window to a mere six months—during the regulatory review of the €4.1 billion Just Eat Takeaway.com takeover. According to the Financial Times, this acceleration signals a broader EU strategy to prevent market concentration in the rapidly evolving food‑delivery sector.

Bloisi’s remarks underscore the growing friction between Prosus’s growth strategy and the EU’s antitrust framework. While the company has historically leveraged acquisitions to dominate niche markets—e‑MAG’s dominance in Romanian e‑commerce and Delivery Hero’s reach across 40 countries—the Commission’s insistence on faster divestiture reflects a shift toward stricter scrutiny of cross‑border consolidation. For Prosus, the regulatory pressure translates into delayed capital deployment, higher transaction costs, and a potential erosion of competitive advantage.

Shareholder Disposals Shake the Capital Structure

Concurrently, the company’s key shareholder, Koos Bekker, has been actively liquidating stakes in both Naspers and Prosus. Reports from Moneyweb and News24 reveal that Bekker sold approximately R2.5 billion (roughly US$150 million) of shares, channeling the proceeds into luxury real‑estate projects in South Africa, England, and Italy. This outflow is not an isolated incident; it follows a broader trend of shareholder disposals that have been unfolding across the Naspers–Prosus group.

The repurchase programmes announced by Prosus (ISIN NL0013654783) and Naspers (ISIN ZAE000325783) aim to counterbalance these sales, yet the effectiveness of such buybacks remains uncertain amid a market that has tightened trading volumes in anticipation of the holiday season. The AEX index, for instance, closed only marginally above the 940‑point mark on a half‑day session, reflecting muted investor enthusiasm.

Market Implications

With a market cap of €116.3 billion and a price‑earnings ratio of 8.41, Prosus sits in a relatively attractive valuation band. However, the dual pressures of EU antitrust delays and shareholder withdrawals could compress earnings and dilute existing equity holders. The company’s stock price, which closed at €52.38 on 23 Dec 2025, has already witnessed a 12.4 % decline from its 52‑week high of €63.94, underscoring investor nervousness.

If the Commission’s demand to accelerate the Delivery Hero divestiture persists, Prosus may face a cash outlay that could have been deployed in new ventures or debt reduction. Meanwhile, continued shareholder sales risk undermining the company’s leverage, potentially prompting a more aggressive buyback or a strategic partnership to shore up capital.

Conclusion

Prosus NV stands at a crossroads where regulatory restraint clashes with shareholder intent. The company’s ability to navigate EU antitrust mandates while preserving its capital structure will determine whether it can sustain its expansionist trajectory or be forced to recalibrate its long‑term strategy. Investors and regulators alike should watch closely as Prosus negotiates these competing forces in the coming months.