8-KMaterial AgreementsFinancial EventsRegulation FD+1

Uber Technologies, Inc 8-K Report, Material Agreement (Jul 16, 2026)

Filed July 16, 2026For Securities:UBER

Summary

Uber Technologies, Inc. (UBER) has announced a significant strategic move with the signing of a Business Combination Agreement (BCA) to acquire Delivery Hero SE for €41.50 per share, in an all-cash transaction valued at approximately €14.2 billion. This acquisition, expected to close in the second half of 2027, aims to integrate Delivery Hero as a majority-owned indirect subsidiary, significantly expanding Uber's global reach and operational footprint in the food delivery sector. The transaction is subject to customary closing conditions, including regulatory approvals and a minimum tender offer threshold of 50% of Delivery Hero's shares. Uber plans to finance the acquisition primarily through existing cash reserves and debt financing. To support this, Uber has also secured a €14.2 billion senior unsecured bridge credit facility, which will mature 364 days after the closing date and is intended to cover the offer costs, related transaction expenses, and potential refinancing needs of Delivery Hero.

Key Highlights

  • 1Uber enters into a definitive agreement to acquire Delivery Hero SE for €41.50 per share in an all-cash offer.
  • 2The total transaction value for the acquisition is approximately €14.2 billion.
  • 3The acquisition is expected to close in the second half of 2027, subject to regulatory approvals and tender offer conditions.
  • 4Uber has secured a €14.2 billion bridge credit facility to finance the transaction and related costs.
  • 5Delivery Hero's management and supervisory boards have unanimously approved the agreement and will recommend shareholders tender their shares.
  • 6Customary covenants regarding business operations and non-solicitation of competing offers are included in the agreement.
  • 7Termination fees are stipulated, with Delivery Hero potentially paying EUR 200 million and Uber potentially paying EUR 700 million under specific circumstances.

Frequently Asked Questions

This 8-K filing announces Uber Technologies, Inc.'s entry into a Material Definitive Agreement (Item 1.01) for the acquisition of Delivery Hero SE. It also details the related financing arrangements through a Bridge Credit Agreement (Item 1.01 and Item 2.03) and provides supplemental disclosure (Item 7.01).

The proposed acquisition of Delivery Hero SE has a total value of approximately €14.2 billion, with Uber offering €41.50 in cash per Delivery Hero share. Uber intends to primarily finance this transaction using its existing cash balances and debt. A €14.2 billion senior unsecured bridge credit facility has been secured to fund the offer, related transactions, and potential refinancing of Delivery Hero's debt.

The acquisition is contingent upon several conditions, including the receipt of specified regulatory approvals (e.g., competition and financial services regulatory approvals), and a minimum tender offer condition where at least 50% of Delivery Hero's shares, plus one share, must be tendered. The transaction is anticipated to be completed in the second half of 2027.

Delivery Hero's management board and supervisory board have unanimously approved the Business Combination Agreement (BCA). They have also undertaken to recommend that Delivery Hero shareholders accept the offer, subject to their fiduciary duties, applicable law, and receipt of a fairness opinion. Delivery Hero has also agreed not to solicit competing offers.