8-KMaterial AgreementsFinancial EventsRegulation FD+1

DoorDash, Inc. 8-K Report, Material Agreement (May 6, 2025)

Filed May 6, 2025For Securities:DASH

Summary

DoorDash, Inc. (DASH) has announced a definitive agreement to acquire Deliveroo plc, a UK-based food delivery company, through a recommended final cash offer. The transaction, valued at 180 pence per Deliveroo share, is structured as a court-sanctioned scheme of arrangement under UK law and is expected to close in the fourth quarter of 2025, subject to shareholder and regulatory approvals. To finance this significant acquisition, DoorDash has secured a $2.85 billion bridge term loan facility. The company has also placed a portion of the cash consideration into escrow, demonstrating a commitment to funding the deal. Key Deliveroo shareholders and board members have entered into irrevocable undertakings to vote in favor of the transaction, representing approximately 15.4% of Deliveroo's outstanding shares, which significantly de-risks the shareholder approval process.

Key Highlights

  • 1DoorDash to acquire Deliveroo plc for cash, details to be finalized via scheme of arrangement.
  • 2Transaction valued at 180 pence per Deliveroo share.
  • 3Secured a $2.85 billion bridge term loan facility to finance the acquisition.
  • 4Key Deliveroo shareholders and board members holding approximately 15.4% of shares have provided irrevocable undertakings to support the deal.
  • 5Expected closing in Q4 2025, subject to customary conditions including shareholder and regulatory approvals.
  • 6DoorDash has deposited funds into escrow to partially finance the transaction and meet funding certainty requirements.
  • 7The deal structure can potentially be altered to a takeover offer, with DoorDash retaining flexibility on financial terms under specific circumstances (e.g., competing offers).

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