SEC Form SC 13G filed by Just Eat Takeaway.com N.V.
(Amendment No. )*
(Name of Issuer)
(Title of Class of Securities)
(CUSIP Number)
(Date of Event Which Requires Filing of this Statement)
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Rule 13d-1(b)
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Rule 13d-1(c)
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☒
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Rule 13d-1(d)
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1
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NAMES OF REPORTING PERSONS
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Jitse Groen
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Netherlands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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15,324,546.00 Ordinary Shares (1)(2)
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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15,324,546.00 Ordinary Shares (1)(2)
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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15,324,546.00 Ordinary Shares (1)(2)
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.21% (3)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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1
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NAMES OF REPORTING PERSONS
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Gribhold B.V. (1)
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Netherlands
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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15,318,766.00 Ordinary Shares (2)
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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15,318,766.00 Ordinary Shares (2)
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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15,318,766.00 Ordinary Shares (2)
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.20% (3)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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Item 1.
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(a)
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Name of Issuer
Just Eat Takeaway.com N.V. |
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(b)
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Address of Issuer’s Principal Executive Offices
Oosterdoksstraat 80, 1011 DK Amsterdam, The Netherlands |
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Item 2.
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(a)
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Name of Person Filing
This Statement on Schedule 13G has been filed on behalf of the following persons (each, a “Reporting Person” and, collectively, the “Reporting Persons”):
1. Jitse Groen
2. Gribhold B.V.
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(b)
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Address of Principal Business Office or, if none, Residence
The address of Jitse Groen is Oosterdoksstraat 80, 1011 DK Amsterdam, The Netherlands
The address of Gribhold B.V. is Oosterdoksstraat 80, 1011 DK Amsterdam, The Netherlands
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(c)
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Citizenship
See Row 4 of cover page for each Reporting Person. |
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(d)
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Title of Class of Securities
Ordinary shares, nominal value €0.04 (“Ordinary Shares”) |
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(e)
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CUSIP Number
48214T305 |
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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(b)
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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(c)
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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(d)
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e)
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);
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(k)
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Group, in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with
§ 240.13d–1(b)(1)(ii)(J), please specify the type of institution:____________________________
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Item 4.
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Ownership
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
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(a)
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Amount beneficially owned:
15,324,546.00
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(b)
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Percent of class:
7.21%
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote
See Row 5 of cover page for each Reporting Person.
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(ii)
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Shared power to vote or to direct the vote
See Row 6 of cover page for each Reporting Person.
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(iii)
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Sole power to dispose or to direct the disposition of
See Row 7 of cover page for each Reporting Person.
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(iv)
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Shared power to dispose or to direct the disposition of
See Row 8 of cover page for each Reporting Person.
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Item 5.
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following □.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
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Not applicable.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
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Not applicable.
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Item 8.
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Identification and Classification of Members of the Group
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The Reporting Persons are filing this Schedule 13G jointly, but not as members of a group, and each expressly disclaims membership in a group.
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Item 9.
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Notice of Dissolution of Group
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Not applicable.
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Item 10. Certification
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Not Applicable.
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JITSE GROEN | ||||
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By:
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/s/ Jitse Groen | ||
Name: |
Jitse Groen | |||
GRIBHOLD B.V. | ||||
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By:
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/s/ Jitse Groen | ||
Name: | Jitse Groen | |||
Title: | Authorized Signatory | |||
JITSE GROEN | ||||
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By:
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/s/ Jitse Groen | ||
Name: | Jitse Groen | |||
GRIBHOLD B.V.
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By:
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/s/ Jitse Groen | |||
Name: | Jitse Groen | |||
Title: | Authorized Signatory | |||