LONDON (Reuters) - Britain's Just Eat <JE.L> advised shareholders not to accept a 710 pence-a-share cash offer from Prosus <PRX.AS>, saying it was inferior to its agreed deal with Takeaway.com <TKWY.AS> to create the largest food delivery player outside China.
"Your Board believes that the Takeaway.com combination provides Just Eat shareholders with greater value creation than the Prosus offer," it said in a letter to investors on Monday, adding that the Prosus offer also significantly undervalued Just Eat on a standalone basis.
Takeaway.com said it was "strongly committed" to a deal that would bring together the two most profitable European food delivery websites; Just Eat in Britain and Takeaway.com in the Netherlands.
"Our team has a proven ability to win in competitive markets and has defeated numerous competitors in many countries, whether large scale tech giants or well-funded, own-delivery challengers." Takeaway.com Chief Executive Jitse Groen said.
"We remain strongly committed to the merger."
Internet giant Prosus, which is also based in the Netherlands, gatecrashed Just Eat's agreed all-share deal with Takeaway last month, with a $6.3 billion (£4.9 billion) cash offer.
Takeaway's bid values Just Eat's shares at about 690 pence each based on Friday's closing prices.
(Reporting by Paul Sandle; editing by Kate Holton)
