Prosus: The Amsterdam-Listed Tech Investor Built on a US$32 Million Tencent Stake

Prosus is the most valuable technology company listed in Amsterdam that almost nobody in the Netherlands can describe, because its value rests on a Chinese company, its parent sits in Cape Town and its operating businesses are in São Paulo, Bengaluru and Berlin. The group’s defining asset is a stake of close to 23 per cent in Tencent, acquired by Naspers for US$32 million in May 2001 and worth more than US$175 billion at its 2018 peak. Everything else, from the €4.1 billion purchase of Just Eat Takeaway in 2025 to the 100 per cent ownership of iFood, is an attempt to prove that the group can build value beyond that single investment. This article explains the Naspers-Prosus structure, the cross-holding that investors hated, the Tencent sales that fund the buyback, and the strategy of Fabricio Bloisi, the Brazilian entrepreneur who has run the group since 2024. It is part of the Netherlands Company Stories hub.

How did a South African newspaper group end up owning a quarter of Tencent?

Naspers bought 46.5 per cent of Tencent in May 2001 for US$32 million, when the Shenzhen company was a loss-making instant messaging start-up, and that single decision made Naspers the most successful venture investor in history by most measures. Naspers was founded in 1915 as a publisher of Afrikaans newspapers and spent the 1990s building pay television in Africa. Under CEO Koos Bekker it began placing bets on internet businesses in emerging markets, including China, where its early investments mostly failed. Tencent, with its QQ messenger and later WeChat, did not.

By March 2018 the stake was valued at more than US$175 billion, which created an unusual problem: Naspers was worth less than its share of Tencent. The market applied a discount of 30 to 50 per cent to the holding company, partly because of South African capital controls and the difficulty of returning cash to shareholders, partly because the Johannesburg Stock Exchange could not absorb a stock that had become roughly a quarter of its index. In March 2018 Naspers sold about 2 per cent of Tencent for around US$10 billion, its first sale since 2001, and promised not to sell more for three years.

The permanent fix was to move the international assets out of South Africa. In September 2019 Naspers listed Prosus, a Dutch NV holding the Tencent stake and all non-South African internet businesses, on Euronext Amsterdam. The company was valued at roughly €120 billion on its first day of trading and became an AEX constituent. Naspers kept a controlling stake and a secondary listing of Prosus in Johannesburg. The choice of Amsterdam over London or New York reflected the Dutch treaty network, the euro and the flexibility of Dutch corporate law, factors discussed in the headquarters exodus story.

What was the Naspers-Prosus cross-holding and why did investors dislike it?

The cross-holding was a 2021 share swap in which Prosus issued its own shares to Naspers shareholders in exchange for Naspers shares, so that Prosus ended up owning about 49 per cent of its own parent while Naspers owned about 57 per cent of Prosus. Announced in May 2021 and completed in August 2021, the transaction was designed to increase the free float of Prosus, reduce the weight of Naspers in the Johannesburg index and narrow the discount to net asset value.

It did not work as intended. The circular ownership made the net asset value calculation opaque, because a share of Prosus owned a share of Naspers that owned a share of Prosus. Index funds and governance advisers objected, the discount widened rather than narrowed, and the structure became a standing criticism of then-CEO Bob van Dijk. Analysts at the time described it as solving a South African index problem by creating a global valuation problem.

The management reset that followed in 2022-24 reframed the cross-holding as a temporary device. The group committed to an open-ended buyback funded by Tencent sales, which mechanically reduces the number of Prosus and Naspers shares and therefore the circularity, and under Bloisi it has repeatedly described structural simplification as a priority alongside operating profitability. As of October 2026 Prosus continues to publish weekly buyback updates to Euronext, with notices on 29 September and 6, 13 and 20 October 2026, so the unwinding by repurchase is still running. Investors should check the latest shares-in-issue disclosure for the current percentages, which move with every tranche.

How does the Tencent-funded buyback actually work?

Since June 2022 Prosus has sold Tencent shares in the Hong Kong market in small daily amounts and used the proceeds to buy back its own shares and Naspers shares, a programme it has described as open-ended and continuing as long as the discount to net asset value persists. The logic is arithmetical: if Prosus trades at a 35 per cent discount to the value of its holdings, every euro of Tencent sold and used to buy Prosus stock increases net asset value per share, because the group is buying its own assets for 65 cents on the euro.

The programme has reduced the Tencent stake from roughly 29 per cent in mid-2022 to about 26 per cent in 2023 and close to 23 per cent by July 2025, according to the company’s regulatory updates. Tencent has not objected; it is a buyer of its own shares as well, and the daily volumes are small relative to its trading. Tencent reported 2024 revenue of CN¥660 billion and net income of CN¥196 billion, and its share price recovered strongly in 2025, which has made each Prosus sale more valuable.

The buyback is the reason Prosus reports large accounting profits in years when it sells Tencent shares: FY2025 net income of US$12.36 billion on revenue of US$6.17 billion reflected gains on disposals, not operating earnings. It is also why Prosus is sensitive to the Tencent share price and to Chinese regulation in a way that no other AEX company is. On 20 October 2026 Prosus shares traded at about €35.85, giving a market capitalisation of roughly €75 billion, with a 52-week range of €34.49 to €63.94. That range shows how much the stock moves with sentiment toward Tencent and emerging-market technology; the company pays a modest dividend of €0.28 per share, with the next ex-dividend date on 5 November 2026 and interim results scheduled for 25 November 2026.

Who is Fabricio Bloisi and what is his strategy?

Fabricio Bloisi is a Brazilian entrepreneur who founded the mobile content company Movile, built iFood into Brazil’s dominant food delivery platform under Prosus ownership, and was appointed CEO of Prosus and Naspers in 2024 to replace the interim leadership that followed Bob van Dijk’s departure in 2023. He is the first operator rather than financier to run the group, and his appointment signalled that the board wanted the e-commerce businesses to be managed as companies rather than as positions.

Bloisi’s strategy has three visible elements. The first is profitability: the e-commerce portfolio, which lost money for years as the group funded growth in delivery, classifieds, payments and education technology, has been pushed to positive adjusted earnings, with loss-making bets trimmed and the remaining businesses benchmarked against iFood. The second is scale through acquisition in markets where Prosus already has operating knowledge, which produced the Despegar and Just Eat Takeaway deals. The third is artificial intelligence as an operating tool: Prosus has published case studies on AI at OLX and iFood, runs a “State of AI Europe” research series and has restructured customer service at Just Eat Takeaway around AI, which led to the loss of about 175 to 200 Dutch jobs at Thuisbezorgd announced in September 2025.

Bloisi also took a direct governance role at the new European subsidiary. When Just Eat Takeaway founder Jitse Groen stepped down as CEO on 1 January 2026 after 25 years, Roberto Gandolfo, head of Prosus Europe, became chief executive and Bloisi replaced Gandolfo as chairman of the supervisory board. The message to the market was that Prosus intends to run the business, not hold it.

Why did Prosus pay €4.1 billion for Just Eat Takeaway?

Prosus agreed on 24 February 2025 to buy Just Eat Takeaway.com for €20.30 per share in cash, or about €4.1 billion, a premium of roughly 63 per cent to the previous close and about 50 per cent to the six-month average, because the deal gave it leading delivery positions in the Netherlands, Germany, the UK and other European markets at a price far below the company’s pandemic-era valuation. Just Eat Takeaway’s supervisory board unanimously recommended the offer. For Prosus it was the completion of unfinished business: in 2019 it had bid for Britain’s Just Eat and lost to Takeaway.com, which then took Takeaway’s place in Amsterdam’s Midkap index.

The target had spent four years shrinking back to Europe. Its US$7.3 billion acquisition of Grubhub in 2021 was reversed in November 2024 with a sale to Wonder Group for US$650 million. It had announced in November 2024 that it would leave the London Stock Exchange for lack of liquidity. By the time Prosus arrived, Groen could describe the company as faster-growing, more profitable and mainly European, with 653 million orders across 16 countries, 60 million customers and 362,000 restaurant partners in the preceding year.

Regulatory clearance came from the European Commission in August 2025, conditional on Prosus reducing its stake in Delivery Hero, the German rival in which it had been a long-term shareholder; Prosus subsequently sold a 4.5 per cent stake in Delivery Hero in 2026. The takeover completed in October 2025 and Just Eat Takeaway shares were delisted from Euronext Amsterdam on 17 November 2025. The deal made Prosus, by its own description, the fourth-largest food delivery group globally. It also connected the group to the Dutch e-commerce ecosystem described in the bol and Coolblue story, since Thuisbezorgd is one of the country’s best-known consumer apps.

What does iFood contribute, and why does it matter for the whole group?

iFood is the template for everything Prosus is trying to do elsewhere: a food delivery platform founded in São Paulo in 2011, built to a market share of more than 80 per cent in Brazil, and taken to full ownership when Prosus bought Just Eat Takeaway’s 33 per cent stake for about €1.8 billion in August 2022. It is the group’s most profitable operating business and the company Bloisi ran before taking the top job.

The reason iFood matters beyond Brazil is that it demonstrates the economics Prosus wants in Europe: dense urban markets, a dominant share that allows positive unit economics, and adjacent revenue from groceries, advertising, restaurant financing and payments. iFood has continued to expand its financial services footprint, and in October 2026 it agreed to buy Caju, a Brazilian employee-benefits and food-voucher company, to widen that reach. Food vouchers are a regulated and large market in Brazil, and owning a voucher issuer gives iFood a direct line into corporate meal budgets.

The second Latin American pillar is Despegar, the Buenos Aires-founded online travel agency that Prosus agreed to buy in December 2024 for US$1.7 billion and delisted on 15 May 2025. Travel is a different business from delivery, but the acquisition follows the same pattern of buying a category leader in a market where Prosus already runs OLX classifieds and payments, then connecting it to the group’s data and AI tooling.

Why does Prosus still trade at a discount to its assets?

Prosus trades at a discount because investors can buy Tencent directly in Hong Kong, and the holding company adds a layer of South African control, Dutch and South African tax leakage, a historically loss-making e-commerce portfolio and governance complexity that they would rather not pay for. At €75 billion the market value of Prosus on 20 October 2026 was well below the market value of its Tencent stake alone, which means the market was pricing the Latin American, Indian and European businesses, plus the group’s net cash, at less than zero.

Part of the discount is structural. Naspers controls Prosus through a majority stake and the two companies share a board, so minority shareholders in Amsterdam have limited influence over strategy. Prosus is also a Dutch NV with a South African parent, which raises questions about dividend withholding and capital gains leakage whenever cash moves up the chain. The rest of the discount is a judgement on execution: the group has spent more than a decade and tens of billions of dollars building e-commerce businesses that only recently reached aggregate profitability, and the JET and Despegar deals add integration risk.

The Bloisi thesis is that the discount closes when the operating businesses generate enough free cash flow to be valued on their own, at which point the Tencent stake becomes a bonus rather than the whole story. The buyback shrinks the share count while that happens. Whether it works depends on whether iFood-style economics can be reproduced in European delivery, a market where Uber Eats, Deliveroo, Wolt and Lieferando compete fiercely and where regulators are scrutinising delivery fees; on 20 October 2026 Dutch regulators secured compensation commitments from Uber Eats and Thuisbezorgd over extra charges to customers.

How exposed is Prosus to China and to Dutch policy?

Prosus is exposed to China through Tencent and to Dutch policy through its domicile, and the two exposures interact in ways that investors in Shell or ASML never had to consider. Any Chinese regulatory action against Tencent, from the 2021 crackdown on gaming to data-security rules, feeds directly into Prosus’s net asset value. Any Dutch or EU measure on Chinese investment flows, such as the screening regime discussed in the de-risking story, affects the group’s ability to monetise its largest asset.

Prosus has argued that it is a seller of Tencent, not a buyer, and that its sales programme is welcomed by Tencent itself. It has also diversified the portfolio deliberately away from China: the group’s operating businesses are in Brazil, India (where it holds stakes in PayU, Swiggy and Meesho), Central and Eastern Europe (OLX) and now Western Europe (Just Eat Takeaway). The Despegar and JET deals were explicitly framed as building champions outside China.

On the Dutch side, Prosus is the clearest example of why the Netherlands still wins holding companies despite the departures of Shell and Unilever. It benefits from the participation exemption on dividends from subsidiaries, a broad treaty network and a liquid listing, and it can return cash through buybacks without triggering dividend withholding tax on the repurchased amount, the exemption that research group SOMO estimated in October 2025 costs the Dutch treasury at least €2.2 billion a year across all listed companies. If a future cabinet ended that exemption, Prosus would be among the companies most affected.

What can founders and investors learn from Prosus?

The first lesson is that a single extraordinary investment can distort every subsequent decision. Naspers spent two decades trying to build businesses worthy of standing next to Tencent, and the market has consistently valued those efforts at nothing or less. Founders who raise from Prosus-type investors should understand that the investor’s own shareholders are impatient for proof that the portfolio works, which shapes what the investor will and will not fund.

The second lesson concerns structure. The 2019 Amsterdam listing was a sound response to a real problem, the inability of the Johannesburg market to hold the company. The 2021 cross-holding was an over-engineered response to a valuation problem and had to be unwound by years of buybacks. Simplicity in corporate structure is worth paying for; complexity is paid for by the discount.

The third lesson is about the operator at the top. Bloisi’s appointment is a bet that someone who built a dominant delivery platform in one emerging market can replicate it across several, including in Europe where the competitive map is crowded. The Just Eat Takeaway deal will be the test. The Netherlands gains from this experiment a large listed company, a Dutch delivery champion with new capital, and a reminder that Amsterdam remains the natural home for global holding companies, a theme that also runs through the Adyen story. Readers interested in how a Dutch-listed company handles a controlling foreign parent will find related material in the Amsterdam City Startup Atlas.

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