DoorDash agrees to buy Instacart for $65 a share in cash and stock

DoorDash said in a filing on Oct. 29 that it agreed to acquire Maplebear Inc., which does business as Instacart, for $65.00 per share in cash and stock, a deal the filing says values Instacart at about $17 billion. Instacart stockholders can choose cash, DoorDash Class A shares, or a mix, but DoorDash will cap the stock portion at 25% of the total consideration, so stock elections above that cap will be prorated.

DoorDash entered into the agreement on Oct. 28 through its wholly owned subsidiary Ibiza Merger Sub, Inc., which will merge with and into Instacart, leaving Instacart as a wholly owned subsidiary, according to the filing. For each Instacart share, the election choices are $65.00 in cash, 0.3372 DoorDash Class A shares, or $48.75 in cash plus 0.0843 DoorDash Class A shares. DoorDash may also choose to issue Class C common stock instead of Class A if certain conditions are met, including listing the Class C shares on Nasdaq and paying a stock dividend to existing holders. The joint press release included in the filing said the $65.00 per share is 26% higher than Instacart's close on Oct. 22, 2026, the last trading day before reports of a possible deal.

Instacart's board unanimously approved the agreement, and stockholders holding about 19% of Instacart's voting power have agreed to vote in favor, according to the filing. DoorDash expects to fund the cash portion with cash on hand and debt. JPMorgan Chase Bank has committed to provide a 364-day senior unsecured bridge loan of up to $13.0 billion, and the acquisition does not depend on DoorDash obtaining financing, according to the filing. DoorDash said it may replace the bridge facility before closing with permanent financing, including senior debt securities or term loans, and is aiming for a capital structure that keeps its credit rating at investment grade.

DoorDash expects the deal to close in the latter part of 2027 or in the first half of 2028, pending Instacart stockholder approval, antitrust clearances in the US, Canada and Israel, and other customary conditions. The merger agreement includes termination fees: Instacart would pay DoorDash $650 million in specified circumstances, and DoorDash would pay Instacart $1.25 billion if the agreement is terminated because antitrust-related conditions have not been satisfied by the outside date or a final antitrust legal restraint.

DoorDash and Instacart said the combined company would give consumers access to more stores and combine DashPass and Instacart+ memberships into one fee, which they estimated would save members $100 million per year. The companies said the combination would let Instacart customers access upward of 50,000 more stores beyond the close to 100,000 already on the platform. The companies also committed that local grocers would face no exclusivity requirement and that Instacart shoppers could keep their existing flexibility over how much they work and which batches to accept. "Together, we could give stores of every size more of those tools and unlock the potential of grocery delivery," DoorDash CEO Tony Xu said in the press release.