Uber's $10B+ Delivery Hero Bid Faces Shareholder Resistance — and DoorDash

Uber Technologies (NYSE: UBER) has officially made an offer to buy Delivery Hero, a food delivery company based in Berlin that owns platforms in Turkey, the Middle East, Europe, and South Korea.

One of these platforms is Yemeksepeti, which is one of the most popular online shopping services in Turkey. The first offer was €33 per share, which means the company is worth more than €10 billion. Delivery Hero confirmed getting it. Then it said "no" along with its important owners.

The Financial Times was informed by a number of significant investors that they would not make a move unless the price per share rose beyond €40, which is about 19% higher than the stock's Friday trading level and would raise the entire valuation to almost €13 billion. Over the weekend, Uber's board met to discuss increasing its offer. With €38 per share, it returned. That was also rejected.

It is still unclear if Uber will increase its offer a third time. It's obvious that this is no longer a low-key initial discussion. Uber has revealed that it is now the company's top shareholder, holding 19.5% of Delivery Hero's issued share capital—nearly tripling its investment in recent weeks.

Additionally, it uses derivatives to regulate an extra 5.6%. The position-building tactic, in which Morgan Stanley advises on the bid while also revealing a 27% stake in Delivery Hero, mostly through equity swaps, is similar to the strategy UniCredit employed in its acquisition of Commerzbank: gaining clout before a formal offer requires a reaction.

In order to raise its indirect ownership above 30%, which in many European jurisdictions indicates clear intent without yet triggering required bid procedures, Uber is also looking to acquire enough additional derivatives.

Why Delivery Hero — and Why Now

The strategic logic behind the bid is straightforward once you understand where Uber's Delivery segment needs to go.

Uber Eats is well-positioned in the US and a few other countries, but Delivery Hero's reach extends to areas where Uber's delivery presence is minimal or nonexistent. These areas include South Korea (via Baemin, one of the market's top apps), the Middle East (via Talabat), and several European and emerging market regions where DoorDash and the remains of Just Eat Takeaway are still operational.

Purchasing Delivery Hero wouldn't only increase order volume. More than anything else, it would increase route density, the operational factor that determines unit economics in food delivery. For a company that has traditionally spent money to gain market share, more orders per delivery zone per hour translate into lower delivery costs, increased courier usage, and improved profitability. The moat in this industry is scale.

A consolidation moment that the industry has been getting closer to for years is also reflected in the timing. In response to persistent pressure from activist investors to expedite asset sales and streamline operations, Delivery Hero CEO Niklas Ostberg declared last week that he would resign once a replacement is chosen, no later than March 2027.

The potential of a complete sale or a series of deals dividing its operations in South Korea and the Middle East is part of the strategic review that the board is concurrently undertaking. To put it briefly, Delivery Hero is a company that has already determined that it has to transform. Uber is proposing to purchase that modification.

The Shareholder Dynamics Complicating Every Step

The outcome is being shaped by three investor blocs, none of which are proceeding at Uber's desired pace.

Aspex Management, which owns 14.6%, has put a lot of pressure on Delivery Hero to divest assets and streamline operations. Since Uber needs sufficient shareholder approval to make any deal feasible, Aspex is one of the companies establishing the highest bar for any acquisition price, which provides the activist significant influence.

The Dutch technology investor Prosus, which owns 16.8% of the company, has publicly criticized European regulators for making it lower its holding after acquiring Just Eat Takeaway. Prosus claims that this move made it easier for an American business to enter the market.

Whether that frustration translates into support for or resistance against an Uber deal depends on the price and structure, but Prosus's political framing of the situation adds a layer of complexity that pure valuation negotiations don't capture.

The 27% stake held by Morgan Stanley, mostly through equity swaps, raises additional concerns regarding disclosure and alignment.

Market players quickly noticed the deliberate structural similarity to the UniCredit-Commerzbank strategy; it's a means of gaining clout and compelling participation without yet setting mandated offer thresholds.

According to analysts at Bloomberg Intelligence, a successful merger involving Delivery Hero might bring in between $15 billion and $18 billion. That range is far more than even the €40 per share required by shareholders, indicating that, should a deal be reached, the final price may be significantly higher than where Uber's revised €38 bid ended up.

DoorDash Is in the Room, Even Without Having Bought a Share

According to persons familiar with the situation, DoorDash, which just completed its £2.9 billion acquisition of Deliveroo, has contacted Delivery Hero shareholders and separately shown interest in Delivery Hero's Middle Eastern subsidiary, Talabat. No shares have been acquired by DoorDash. However, its inclusion in the discussion provides Delivery Hero investors with a reliable alternative bidder—something Uber would prefer they didn't have.

The bargaining calculus is completely altered by a contested auction dynamic. If shareholders think DoorDash would make a rival offer, Uber can no longer make its offer take-it-or-leave-it. Shareholders are motivated to stay steady above €40 rather than accept the amended €38 because of the possibility of a bidding war, even an implied one.

Strategically, DoorDash's emphasis on Talabat in particular is intriguing. Delivery Hero's board is already conducting a strategic assessment that includes separating the company's Middle Eastern operations from the rest of the business. It is not impossible for DoorDash to purchase Talabat while Uber gets the remaining assets, or vice versa. In fact, it might benefit stockholders more than a single acquirer attempting to absorb the complete portfolio.

Marcus Diebel, a JPMorgan analyst, pointed out "likely regulatory hurdles" across several nations while acknowledging that the transaction would make strategic sense for Uber in terms of global expansion and operational synergies. A transaction of this magnitude, encompassing South Korean market regulations, Middle Eastern regulatory frameworks, and European competition law, would necessitate simultaneous approvals in many regions, each with its own timeframe and requirements.

What This Does to the Uber Investment Thesis

For MSFT investors, this is the conflict that complicates the purchase; for Uber investors, the parallel is incorrect.

Uber reported $13.2 billion in sales and $263 million in net profitability for the first quarter of 2026. Instead of continuously reinvesting in growth at the expense of margins, the company has been working hard to show that it can produce steady profitability. An acquisition of between €10 billion and €13 billion, possibly in the form of cash, equity, or some combination, puts that story to the test.

Delivery Hero is a worldwide meal delivery company with a reduced profit margin. It would be geographically spread, operationally difficult, and probably weaken the margin profile that Uber has been trying to enhance. Food delivery integrations have a poor track record of achieving savings on the timetables acquirers offer, and the financial engineering needed to make the purchase accretive to earnings per share significantly hinges on what cost synergies can be achieved and how quickly.

Uber is portraying itself as a multi-modal platform where ride-hailing, delivery, and eventually AV networks support one another while making significant investments in autonomous vehicles through partnerships with companies like Nvidia and Waymo. Increased route density, consumer data, and negotiating power in local markets are all potential benefits of a wider global delivery footprint. The story makes sense. There is a serious risk of execution.

Institutional investors are really asking the capital allocation question: is a multibillion-dollar acquisition of a structurally troubled European delivery conglomerate the proper use of the balance sheet at a time when Uber is investing in AV infrastructure and attempting to show financial discipline?

Ackman-style bulls would argue the market is undervaluing Delivery Hero's assets and that Uber is buying a platform transformation at a discount. Skeptics would note that Delivery Hero has faced sustained activist pressure precisely because its business model in several geographies has been difficult to make profitable — and acquiring those difficulties doesn't automatically resolve them.

What Comes Next

Right away, it's clear how the negotiations will go: Uber wants €38 per share, key shareholders want €40 or more, DoorDash might be interested in certain assets, and the board is already thinking about breaking up the company instead of selling it all. Uber either has to raise its offer again, a competing offer comes in, Delivery Hero sells its own assets, or the talks fall through, leaving Uber with a nearly 20% share in a company it couldn't take over.

There are different effects for each of those events. A deal worth €40 or more per share puts Uber's finances to the test and sees how well management can handle a complicated foreign purchase. A counter-bid from DoorDash on Talabat alone could cause a breakup that changes the competitive landscape for food delivery more significantly than a single Uber acquisition would. When talks fall through, Uber is left with a big minority stake, little power since it doesn't have a seat on the board, and the market asking if the company made the right choice about how to spend its money.

The thing that could slow down any of these paths a lot is close attention from regulators. European competition officials have already shown they are willing to get involved in the merger of food delivery services. The Prosus-Just Eat case is the most recent example of this. Multiple jurisdictions would have to review a full Uber acquisition of Delivery Hero. Each could add conditions, demand divestitures, or even block the deal altogether.

The math for shareholders shows that a deal between €40 and €45 per share is where enough investors would be interested. To get there, though, either Uber needs to raise its offer even more, DoorDash needs to force Uber's hand, or shareholders need to lower their expectations as the strategic review option becomes less appealing. All of those factors don't go away quickly.

The Bottom Line for Uber Investors

Uber's bid for Delivery Hero is a bold business move that shows it really wants to grow its foreign delivery business on a large scale. It's easy to see why the deal made sense: geographical spread, route density, and a chance to compete with DoorDash around the world. The problems with carrying out the plan—opposition from shareholders, complicated rules, the risk of merger, and worries about capital discipline—are just as real.

With $13.2 billion in sales in the first quarter of 2026, Uber has the money to think about making such a big purchase. AV investors still don't know if the company has the balance sheet flexibility to pay its shareholders what they want, deal with regulatory issues, and fund its AV projects all at the same time.

One thing is for sure: the wave of food delivery mergers and exits that started with smaller market exits and regional mergers has now hit the level of deals that really change things. The next ten years will be shaped by the competition between Uber and DoorDash for control of the last few big international delivery platforms. In the case of Delivery Hero, that battle is happening right now, and the result is still very much up in the air.