PROSUS N.V - Prosus gives Irrevocable Undertaking to sell residual stake in Delivery Hero to Uber

Prosus gives Irrevocable Undertaking to sell residual stake in Delivery Hero to Uber

Prosus N.V.
(Incorporated in the Netherlands)
(Legal Entity Identifier: 635400Z5LQ5F9OLVT688)
AEX and JSE Share Code: PRX ISIN: NL0013654783
(Prosus)


PROSUS GIVES IRREVOCABLE UNDERTAKING TO SELL RESIDUAL STAKE IN DELIVERY HERO TO UBER

Prosus N.V. ("Prosus") announces that it has provided an irrevocable undertaking to Uber
Technologies, Inc. ("Uber") to sell all of its remaining 16.8% stake in Delivery Hero SE
("Delivery Hero") to Uber upon completion of Uber's recently announced offer to acquire the
share capital in Delivery Hero at a purchase price of €41.50 per ordinary share (the "Offer").
Uber is headquartered in San Francisco, California, United States, and its issued shares are
admitted to listing and trading on the New York Stock Exchange (NYSE: UBER), with secondary
listings in several stock exchanges across Europe and the Americas.

Under the terms of the European Commission's approval of the acquisition by Prosus of Just Eat
Takeaway.com, Prosus committed to significantly reduce its 26.5% shareholding in Delivery
Hero. In compliance with those commitments, on 17 April 2026 Prosus announced the disposal
of 13,582,342 ordinary shares it held in Delivery Hero SE to Uber, representing approximately
4.5% of Delivery Hero's issued share capital; and on 11 May 2026, Prosus announced a further
disposal of 15,188,284 ordinary shares in Delivery Hero to Aspex Management representing
approximately 5% of Delivery Hero's issued share capital.

Prosus now holds a minority stake of 16.8% in Delivery Hero, and Uber holds a stake of 24.99%
with a further 11.8% held via instruments. Uber's Offer represents a significant premium of
151% to Delivery Hero's 1-month VWAP before the announcement of Prosus's initial 4.5% stake
sale to Uber. Prosus believes that Uber's offer represents a fair price and effective way to comply
with its commitments to the European Commission. Therefore, to support the offer, Prosus has
entered into an irrevocable undertaking to Uber to dispose of its remaining interest in Delivery
Hero. Prosus intends to use the proceeds of the disposal for general corporate purposes.

The Offer will be subject to, amongst other things, customary regulatory conditions and the Offer
then becoming unconditional and proceeding to implementation in accordance with its terms. As
such there is no certainty that the Offer will be implemented. The details of the Offer, including
the outstanding conditions, are available on Uber's website: www.uber.com. The Offer will
become effective when all of the conditions thereto are fulfilled or waived, as applicable.

Information relating to Delivery Hero, its business, its net assets, and its profits or losses as at
31    December       2025     can    be     accessed      through     the    following     weblink:
https://ir.deliveryhero.com/financial-reports-and-presentations.

Upon implementation, the offer will be categorised for Naspers in accordance with the JSE
Listings Requirements.

Amsterdam, the Netherlands
16 July 2026

JSE sponsor to Prosus
Investec Bank Limited

Eoin Ryan                                                        Charlie Pemberton
Head of Investor Relations                                       Group Communications Director
eoin.ryan@prosus.com                                             charlie.pemberton@prosus.com
                                                                 M: +31 615 494 359
About Prosus

Prosus is a global technology company, unlocking an AI-first world for our 2 billion customers. With investments in more than 100 companies across
the world, we are building local ecommerce champions in growth markets.

With leading positions in Food Delivery, Classifieds and Fintech, Prosus has created its own unique technology ecosystem, driving innovation,
knowledge sharing and growth across our portfolio.

Through the Prosus Ventures team, the group invests in new technology growth opportunities within AI, social and ecommerce platforms, fintech,
B2B software, logistics, health, blockchain, agriculture and more.

The team actively backs exceptional entrepreneurs who are using technology to improve people's everyday lives.

To find out more, please visit www.prosus.com.

Disclaimer

The information contained in this announcement has not been audited, reviewed, or reported on by the Company's
external auditors.

This announcement is for information purposes only and does not constitute an offer to sell or issue, or the solicitation
of an offer to buy or acquire, any securities of Prosus or Delivery Hero in any jurisdiction.

The distribution of this announcement may, in some countries, be restricted by law or regulation. Persons who come
into possession of this announcement should inform themselves of and observe any such restrictions.

Any reference to a company's website URL (including Prosus, Naspers, Delivery Hero and Uber) or any other website
links within this announcement is provided for informational purposes only. The contents of the Company's website, or
any other company cited in this announcement, or any website accessible via hyperlinks in this announcement, are not
incorporated by reference into, and do not form part of, this announcement. The Company accepts no responsibility or
liability for the accuracy, completeness, or updating of any information contained on such websites.

Forward-looking statements

The information contained in this announcement may contain forward-looking statements, estimates and projections.
Forward-looking statements involve all matters that are not historical and may be identified by the words "anticipate",
"believe", "estimate", "expect", "intend", "may", "should", "will", "would" and similar expressions or their negatives, but
the absence of these words does not necessarily mean that a statement is not forward-looking. These statements reflect
Prosus's intentions, beliefs or current expectations, involve elements of subjective judgement and analysis and are based
upon the best judgement of Prosus as of the date of this announcement, but could prove to be wrong. These include
statement statements in relation to the Offer and whether it will proceed and/or be implemented.

These statements are subject to change without notice and are based on a number of assumptions and entail known
and unknown risks and uncertainties. Therefore, you should not rely on these forward-looking statements as a prediction
of actual results.

Any forward-looking statements are made only as of the date of this announcement and neither Prosus nor any other
person gives any undertaking, or is under any obligation, to update these forward-looking statements for events or
circumstances that occur subsequent to the date of this announcement or to update or keep current any of the
information contained herein, any changes in assumptions or changes in factors affecting these statements and this
announcement is not a representation by Prosus or any other person that they will do so, except to the extent required
by law.

Date: 16-07-2026 08:56:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.