DoorDash Confirms To Acquire Instacart At $65.00 Per Share At Valuation Of ~$17B, With Deal To Be At Least 75% Cash

Transaction details

The value of $65.00 per Instacart share represents a 26% premium to Instacart's closing price on October 22, 2026, the last trading day before media reports about a possible transaction. Instacart stockholders will have the right to elect to receive, for each Instacart share: (i) $65.00 in cash, (ii) 0.3372 shares of DoorDash common stock, or (iii) a mix of $48.75 in cash and 0.0843 shares of DoorDash common stock, in each case, subject to a cap on the total stock consideration issuable by DoorDash equal to 25% of the aggregate consideration and certain proration mechanics. If stock consideration is oversubscribed, applicable Instacart stockholders will receive stock consideration on a prorated basis.

DoorDash expects to fund the cash portion of the consideration with cash on hand and proceeds from debt financing. DoorDash has entered into a financing commitment letter with JPMorgan Chase Bank, N.A. providing for a 364-day senior unsecured bridge loan facility in support of the debt component of the transaction, subject to satisfaction or waiver of certain customary conditions. The transaction is not subject to a financing condition. DoorDash is targeting a capital structure that will maintain investment-grade ratings.

The transaction is expected to close in the end of 2027 or the first half of 2028, subject to approval by Instacart stockholders, the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, other regulatory approvals, including in Canada and Israel, and other customary closing conditions. Stockholders holding about 19% of Instacart's outstanding shares have agreed to vote in favor of the transaction.

DoorDash and Instacart share a mission to help local businesses succeed. Families turn to Instacart for the big weekly shop and to DoorDash for meals and nearly anything else they need from their neighborhood in under an hour. The combined company will offer grocers and retailers of every size DoorDash's delivery network and Instacart's grocery and fulfillment technology, in both apps and on stores' own websites, along with the advertising and AI tools each company has built. On either app, customers pick a store in their own community, and the store makes the sale. Consumers will have more stores to choose from, more savings opportunities when they choose to shop with a local business, and faster delivery options, while Dashers and Shoppers will have more ways to earn.

Most grocery shopping still happens in stores, but more people are buying groceries and everyday goods online. They expect fast, affordable delivery and an easy way to order. The biggest online retailers and grocers are racing ahead, building their own delivery fleets, warehouses, membership programs, and AI shopping assistants. A grocer or retailer running on thin margins cannot build all of that alone, and with AI, the playing field risks being tilted even further away from local commerce.

DoorDash and Instacart believe that communities benefit when Main Street competes, and they build the tools that empower local businesses. Together, they could help local stores grow online. More grocers could deploy Instacart's technology to run their own websites and retail media networks, bringing them more sales and advertising revenue. Brands would gain a scaled alternative for reaching customers online. Grocers could add capacity for online orders through DoorDash's DashMart Fulfillment Services and offer faster, more accurate, and more affordable delivery.

"Grocery is one of the hardest things to get right online. Someone has to pick a ripe avocado, find a substitute you’d choose yourself, and get the ice cream to you before it melts," said Tony Xu, co-founder and CEO of DoorDash. "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. Together, we could give stores of every size more of those tools and unlock the potential of grocery delivery. It’s still early innings, but we know that when more people shop local, more dollars stay local."

"Over the last 14 years, Instacart has transformed online grocery by helping retailers of all sizes compete and grow, and joining forces with DoorDash allows us to do even more," said Chris Rogers, CEO of Instacart. "When our purpose-built grocery technology and trusted retailer and brand relationships are combined with DoorDash’s global consumer reach and logistics capabilities, we can create new opportunities for our retail and brand partners, offer an even better experience for customers and shoppers, and deliver compelling value for our shareholders. Together, we can accelerate innovation across the grocery industry and make online grocery more seamless and affordable for the millions of households we serve."

Benefits and commitments

DoorDash expects many benefits will flow from the transaction, including:

• More Choice for Consumers: Instacart customers could shop at more than 50,000 additional stores, on top of the nearly 100,000 stores on the Instacart platform today.
• Two Memberships for the Price of One: DashPass and Instacart+ members would pay one membership fee instead of two, which would save them an estimated $100 million per year on membership fees alone.
• More Ways to Earn for Dashers and Shoppers: More orders for local businesses can create more earning opportunities, with more choice over when and how they earn, whether that’s grocery orders on a quiet day, restaurant orders at peak times, or both.

DoorDash is proud to share a few of the post-close commitments it is making today that demonstrate how this deal benefits local communities:

• Open Platform, No Grocery Exclusivity: Local grocers can work with any delivery platform they choose to help them grow.
• Shoppers Keep What They Love: Instacart Shoppers can keep the features they love, including the flexibility to choose how much they work and the information they need to decide which batches to accept, and choose whether to take on DoorDash orders or keep shopping only on Instacart.

Following closing, DoorDash is expected to keep Instacart’s brand, enterprise technology products, and app. Until the transaction closes, DoorDash and Instacart will continue to operate as separate and independent companies.

DoorDash will separately report its third quarter 2026 results today and will discuss the transaction on its earnings call at 5:30 a.m. PT (8:30 a.m. ET). The webcast and transaction materials are available at ir.doordash.com.