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DoorDash agrees to acquire Instacart for $65 a share, about $17B

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DoorDash agrees to acquire Instacart for $65 a share, about $17B

DoorDash (NASDAQ: DASH) and Instacart, whose corporate name is Maplebear Inc. (NASDAQ: CART), announced a definitive agreement under which DoorDash will acquire Instacart for $65.00 per Instacart share, an equity value of approximately $17 billion. The price is a 26% premium to Instacart's closing price on October 22, 2026, the last trading day before media reports about a possible deal. Instacart's board of directors unanimously approved the agreement. The account here follows DoorDash's own press release.

The consideration will be at least 75% cash. Each Instacart stockholder can elect, per share, one of three options: $65.00 in cash; 0.3372 shares of DoorDash common stock; or a mix of $48.75 in cash and 0.0843 shares of DoorDash stock. Total DoorDash stock is capped at 25% of the aggregate consideration, so if the stock option is oversubscribed, those stockholders receive stock on a prorated basis.

DoorDash expects to pay the cash portion from cash on hand and debt proceeds. It has a financing commitment letter with JPMorgan Chase Bank, N.A. for a 364-day senior unsecured bridge loan facility, subject to customary conditions. The deal is not subject to a financing condition, and DoorDash says it is targeting a capital structure that keeps investment-grade ratings.

Closing is expected at the end of 2027 or in the first half of 2028. It needs Instacart stockholder approval, the expiry or termination of the Hart-Scott-Rodino waiting period, other regulatory approvals including in Canada and Israel, and customary conditions. Stockholders holding about 19% of Instacart's outstanding shares have agreed to vote in favor. Until closing, the two companies will keep operating as separate and independent companies.

The pitch is about local commerce. The release says most grocery shopping still happens in stores, but more people are buying online, while the biggest online retailers and grocers build their own delivery fleets, warehouses, membership programs and AI shopping assistants. A grocer on thin margins cannot build all that alone, it argues, and with AI the playing field risks tilting further away from local commerce. The combined company would offer grocers and retailers DoorDash's delivery network and Instacart's grocery and fulfillment technology, in both apps and on stores' own websites, plus the advertising and AI tools each company has built. The release says more grocers could use Instacart's technology to run their own websites and retail media networks, brands would gain a scaled alternative for reaching customers online, and grocers could add online-order capacity through DoorDash's DashMart Fulfillment Services.

DoorDash lists expected benefits, mostly phrased as "could" or "would". Instacart customers could shop at more than 50,000 additional stores, on top of the nearly 100,000 stores on the Instacart platform today. DashPass and Instacart+ members would pay one membership fee instead of two, which DoorDash estimates would save them $100 million per year. Dashers and Shoppers could get more orders and more choice over when and how they earn, for example grocery orders on a quiet day and restaurant orders at peak times.

DoorDash also made post-close commitments. Local grocers can work with any delivery platform they choose, with no grocery exclusivity. Instacart Shoppers keep features such as the flexibility to choose how much they work and the information they need to decide which batches to accept, and can choose whether to take DoorDash orders or keep shopping only on Instacart. Following closing, DoorDash is expected to keep Instacart's brand, enterprise technology products and app.

Tony Xu, co-founder and CEO of DoorDash, said grocery is one of the hardest things to get right online: someone has to pick a ripe avocado, find a substitute you would choose yourself, and get the ice cream to you before it melts. He said that together the companies could give stores of every size more of those tools. Chris Rogers, CEO of Instacart, said Instacart has spent 14 years helping retailers of all sizes compete and grow, and that the combination lets it do more and deliver value for shareholders.

DoorDash reported its third-quarter 2026 results the same day and discussed the deal on its earnings call at 5:30 a.m. PT (8:30 a.m. ET). Advisors: Centerview Partners LLC (lead financial advisor) and J.P. Morgan Securities LLC advise DoorDash, with Latham & Watkins LLP as legal counsel; Goldman Sachs & Co. LLC advises Instacart, with Cravath, Swaine & Moore LLP and Cooley LLP as legal counsel.

Key facts

  • DoorDash will acquire Instacart for $65.00 per share, an equity value of approximately $17 billion, a 26% premium to the October 22, 2026 close.
  • At least 75% of the consideration is cash; stockholders can elect cash, 0.3372 DoorDash shares, or $48.75 plus 0.0843 shares per Instacart share, with DoorDash stock capped at 25% of the total.
  • Closing is expected at the end of 2027 or in the first half of 2028, subject to Instacart stockholder approval, the Hart-Scott-Rodino waiting period, and approvals including in Canada and Israel.
  • A 364-day senior unsecured bridge loan is committed by JPMorgan Chase Bank, N.A.; the deal has no financing condition.
  • DoorDash promises no grocery exclusivity after closing and says it is expected to keep Instacart's brand, enterprise products and app.

Why it matters

This joins two of the best-known US delivery businesses: DoorDash, which has facilitated over 10 billion orders since 2013 and operates in more than 40 countries, and Instacart, which partners with more than 2,200 retail banners representing nearly 100,000 stores. At about $17 billion in equity value, with a 26% premium to the pre-rumor close, it is a major consolidation in online grocery. DoorDash frames it as a defence of local stores against the largest online retailers and grocers, which it says are building their own fleets, warehouses, memberships and AI shopping assistants. The technology angle is modest: the release mentions advertising and AI tools, retail media networks and enterprise technology, but the deal itself is a transaction story.

Who it affects

Instacart stockholders choose among cash, DoorDash stock or a mix, with proration if stock is oversubscribed. Grocers and retailers are promised access to DoorDash's delivery network and Instacart's technology, and DoorDash says it will not require grocery exclusivity. Consumers who hold DashPass or Instacart+ memberships could pay one fee instead of two; DoorDash estimates the saving at $100 million per year in total. Dashers and Shoppers are told they could have more earning opportunities, and Instacart Shoppers can choose whether to take DoorDash orders. Brands would gain what the release calls a scaled alternative for reaching customers online.

How to use it

Nothing changes for customers or workers yet: until closing, the companies continue to operate as separate and independent companies. For Instacart stockholders, the practical choice is the election: $65.00 in cash, 0.3372 DoorDash shares, or $48.75 plus 0.0843 DoorDash shares per Instacart share, with the stock portion capped at 25% of aggregate consideration and subject to proration. DoorDash's earnings call and transaction materials are available at ir.doordash.com.

How solid is it

This is a signed definitive agreement, approved unanimously by Instacart's board, and stockholders holding about 19% of Instacart's outstanding shares have agreed to vote in favor. Financing is backed by a JPMorgan commitment letter for a 364-day bridge loan, and the deal has no financing condition. The facts here come from DoorDash's own press release, so the benefits and commitments are DoorDash's claims and expectations, not independent findings.

Risks and caveats

Completion is not assured and is a long way off: the expected window is the end of 2027 or the first half of 2028. It depends on Instacart stockholder approval, expiry or termination of the Hart-Scott-Rodino waiting period, other regulatory approvals including in Canada and Israel, and customary conditions. The release's forward-looking statements warn that the merger agreement could be terminated, including in circumstances requiring a termination fee or expense reimbursement. Most consumer and worker benefits are phrased as "could" or "would", and the retained brand and app are described as "expected", not guaranteed. The release does not state an enterprise value or give any figure for synergies. No regulator's position is reported.

“Grocery is one of the hardest things to get right online.”

— Tony Xu, co-founder and CEO of DoorDash