SAN FRANCISCO — DoorDash agreed on Thursday to buy Instacart's parent company, Maplebear, for $65 a share in cash and stock, a transaction the two sides valued at about $17 billion in equity.
The purchase would put two of the biggest app-based delivery businesses in the United States under one owner, and it aims DoorDash squarely at the two companies that dominate online grocery there, Amazon and Walmart. Clearing antitrust regulators will take time. The companies said they do not expect to close the deal before the end of 2027, and possibly not until the first half of 2028.
The offer is about 26 per cent above where Instacart closed on October 22, before the first press reports that it was for sale, and about 11 per cent above Wednesday's close, according to CNBC. At least 75 per cent of what Instacart holders receive will be cash. They can elect $65 in cash, 0.3372 DoorDash shares, or a mix of $48.75 in cash and 0.0843 DoorDash shares, with stock elections cut back on a prorated basis if too many investors choose them.
DoorDash said it will fund the cash with money on hand and with debt, and that JPMorgan Chase has committed to a 364-day senior unsecured bridge loan. There is no financing condition.
Instacart's board approved the agreement unanimously, and holders of about 19 per cent of its shares have agreed to vote for it. Instacart would owe a $650 million termination fee in some circumstances and DoorDash $1.25 billion in others, Reuters reported.
"Grocery is one of the hardest things to get right online," Tony Xu, DoorDash's co-founder and chief executive, said in a statement. The hard parts, he said, are choosing the right goods off the shelf and getting perishable items to a doorstep intact.
"Instacart has spent years learning to do that well for grocers, while DoorDash has built a delivery network and technology that local stores rely on every day," Xu said. "Together, we could give stores of every size more of those tools and unlock the potential of grocery delivery."
Chris Rogers, Instacart's chief executive, said that over the past 14 years the company "has transformed online grocery by helping retailers of all sizes compete and grow."
DoorDash shares rose more than 6 per cent in morning trading on Thursday, CNBC reported. Instacart was roughly flat at $58.35 in early trading, after touching a record $62 on Monday, Reuters said.
The company announced the deal alongside third-quarter results that beat Wall Street forecasts. DoorDash reported adjusted earnings of $1.06 a share on revenue of $4.62 billion, against LSEG estimates of 84 cents and $4.56 billion. Marketplace gross order value rose 36 per cent from a year earlier to $33.9 billion, and total orders reached 993 million, up 28 per cent.
Instacart has had a harder run. The company listed in 2023, having been one of the big winners of the pandemic rush to order groceries online, and has since found that pace difficult to repeat as Amazon and Walmart pushed further into same-day and next-day delivery of household staples. It agreed in December to pay $60 million to settle a Federal Trade Commission complaint that accused it of false advertising and of enrolling customers in subscriptions unlawfully, CNBC reported.
DoorDash says the combination would give Instacart customers access to more than 50,000 additional stores on top of the nearly 100,000 it reaches through more than 2,200 retail banners. Members of DashPass and Instacart+ would pay a single subscription fee rather than two, which the companies estimate would save them roughly $100 million a year in total. DoorDash said it intends to keep the Instacart brand, app and enterprise technology products.
Opposition surfaced before the agreement was signed. New York City's Department of Consumer and Worker Protection said on Wednesday that a merger would continue a "troubling trend" of corporate consolidation, Reuters reported.
Mayor Zohran Mamdani wrote on X that "corporate consolidation means higher prices, harsher exploitation, and greater economic inequality for New Yorkers," adding that "just last month, DoorDash couldn't seem to find the money to pay their deliveristas."
DoorDash settled with New York City regulators last month for $131.5 million over charges that it deprived workers of millions of dollars in tips. "Simply put, we screwed up," the company said at the time, adding that its mistakes had left some couriers underpaid or paid late.
DoorDash and Instacart are presenting the merger as a way to give shoppers more choice and savings while taking on larger rivals including Walmart and Amazon, Newsweek reported.
Analysts have flagged the regulatory hurdle. Wedbush wrote on Monday that third-party platforms "remain a minority of total grocery consumption," but that defining the online market more narrowly, or looking at it through the grocers who buy the technology, could make approval harder. "The main risk is regulatory approval," analysts at CFRA Research said in a note, adding that the long wait to closing leaves the deal exposed to changes in policy.
Completion requires a vote by Instacart stockholders, expiry of the waiting period under the Hart-Scott-Rodino Act and clearances elsewhere, including in Canada and Israel, DoorDash said. The two businesses will keep running separately until then, and DoorDash has pledged not to require grocers to use its delivery network exclusively, Reuters reported.
Sources
- DoorDash to acquire Instacart for $17 billion (CNBC) (cnbc.com)
- DoorDash to Acquire Instacart to Help Local Stores Win (DoorDash investor relations) (ir.doordash.com)
- DoorDash to acquire Instacart for $17B (TechCrunch) (techcrunch.com)
- DoorDash to acquire Instacart for $17 billion, creating delivery giant (NBC News) (nbcnews.com)
- DoorDash strikes $17 billion deal for US rival Instacart in mega grocery delivery bet (Reuters, via The Standard) (thestandard.com.hk)
- Mamdani Warns $17B DoorDash-Instacart Deal Risks Higher Costs for Customers (Newsweek) (newsweek.com)
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