Just Eat shareholders will own about 52.2 per cent of the combined group, which together had 360 million orders worth €7.3 billion in 2018.
If the planned tie-up goes ahead, subject to regulatory approval, it will create the world's largest online food delivery platform, with it operating in 20 countries including the UK, Germany, the Netherlands and Canada.
The all-share deal would see the Amsterdam-based Takeaway.com acquire Just Eat for 731p a share, a 15% premium on Friday's closing price - creating a company with roughly 360m global takeaway orders, worth almost £7bn.
Just Eat shares rose 21 percent to ￡7.75, while Takeaway's were up nearly 5 percent following details of terms of the deal.
The combined entity will be one of the biggest food delivery providers not just in Europe but also globally. Tech behemoth Amazon has also signaled it wants to make a major play for the European market, pouring millions into Deliveroo, one of Britain's largest delivery apps. The offer represents a 15% premium to the price at which Just Eat's stock closed on Friday. The companies had said over the weekend that they were in talks.
NV, a publicly traded food delivery provider based in the Netherlands, today announced plans to acquire British rival Just Eat Plc.