Delivery Hero上调2026年指引并进入Uber正式要约期，但核心并购价格已在7月明牌

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Introduction & Market Context
Delivery Hero SE (XETRA:DHER) presented its Q2 2026 trading update on August 27, 2026, revealing accelerating growth across its global platform businesses alongside the announcement of a proposed €13 billion takeover by Uber. The presentation showed GMV growth of 11.3% like-for-like in the second quarter, up from 8.8% in Q1, prompting management to raise full-year guidance across all key metrics. The stock traded at $36.92, near the top of its 52-week range of $14.80 to $39.83, as investors assessed the stronger operating trends against regulatory uncertainty surrounding the pending transaction.
The Berlin-based food delivery and quick commerce company reported second-quarter revenue of €4.0 billion, representing 18% like-for-like growth that outpaced GMV expansion. This revenue beat came as orders reached 981 million, up 11% year-over-year, while the company’s quick commerce business—operating under the Dmart brand—posted 39% order growth, marking the highest expansion rate in more than three years.
Executive Summary
As shown in the following summary of key highlights, Delivery Hero’s second quarter reflected progress across three strategic pillars: accelerating growth, improving profitability, and executing on its structural review.
The company raised its full-year 2026 guidance for GMV growth to 9-11% from 8-10%, while revenue growth guidance increased to 17-19% from 14-16%. Adjusted EBITDA expectations rose to €960-1,000 million from €910-960 million, and free cash flow before extraordinary items guidance increased to more than €250 million from more than €200 million.
The structural developments centered on Uber’s proposed all-cash voluntary public takeover offer of €41.50 per Delivery Hero share, representing a total equity value of approximately €13 billion based on 314 million fully diluted shares outstanding. Separately, the company agreed to dispose of its Taiwan business for $600 million, with closing expected in Q4 2026.
Quarterly Performance Highlights
The presentation detailed performance across three key operational metrics for the second quarter, as illustrated in the following charts.
Orders grew 11% like-for-like to 981 million, while GMV increased 11.3% like-for-like to €13.2 billion. Revenue growth of 18% like-for-like to €4.0 billion significantly outpaced GMV expansion, reflecting the company’s success in monetization through subscriptions, advertising, and own-delivery operations.
For the first half of 2026, the financial performance showed consistent improvement across all major metrics, as demonstrated in the following overview.
H1 GMV reached €25.7 billion, up 10% like-for-like and 4% in reported currency. Revenue totaled €7.8 billion, representing 18% like-for-like growth and 13% reported growth. Adjusted EBITDA improved 4% year-over-year to €427 million, while free cash flow before extraordinary items swung dramatically to €348 million from negative €8 million in H1 2025, representing a cash flow uplift of €356 million.
Strategic Transaction Details
The proposed Uber transaction represents a significant development in the global food delivery and mobility landscape, as outlined in the following transaction summary.
Under the terms of the proposed deal, Uber will acquire Delivery Hero through an all-cash voluntary public takeover at €41.50 per share. The transaction includes Delivery Hero’s separate sale of its business in 14 countries to SSW Partners for approximately €1.4 billion. Management and the Supervisory Board expressed support for the offer, subject to their duties of care, fiduciary duties, and review of the published offer document.
The strategic rationale emphasizes the complementary nature of the platforms across mobility, food delivery, and quick commerce, with management stating that joining forces with Uber represents "the right move to secure Delivery Hero’s future competitiveness and ability to deliver value for all stakeholders." Closing is expected in H2 2027, subject to customary closing conditions and regulatory approvals.
The transaction timeline shows an initial acceptance period of up to 10 weeks, followed by a two-week statutory acceptance period, running concurrently with regulatory reviews and clearance processes. The companies plan to operate independently until closing, with integration beginning afterward through a phased transition onto one platform over time.
Regional Performance Analysis
The Americas platform business delivered the strongest regional performance, as shown in the following metrics.
Americas GMV surged 42% like-for-like to €1,349 million in Q2, representing sharp acceleration from 18% growth in Q1. This momentum was propelled by robust subscriber adoption, which now captures 40% of GMV, and continued rollout of multi-vertical offerings. Quick commerce in the region scaled with exceptional 57% year-over-year growth, driven by footprint expansion and customer experience enhancements. Profitability improved significantly, with adjusted EBITDA growing 52% year-over-year to €70.3 million in H1 2026.
The MENA platform business maintained strong performance despite challenging comparisons, as illustrated in the following regional breakdown.
MENA GMV increased 15% like-for-like to €4.2 billion in Q2, achieved despite an unfavorable Eid al-Fitr comparison base. Saudi Arabia showed outstanding momentum with GMV growth accelerating beyond Q1 levels, supported by significant margin expansion in H1. Subscribers now drive 63% of GMV in the kingdom. The talabat brand carried strong momentum from the start of the year into Q2, driven by all business pillars.
Europe’s platform business showed accelerating topline growth, as detailed in the following performance summary.
Europe GMV grew 8% like-for-like to €2.6 billion in Q2, driven by strong operational performance from Glovo, with further momentum anticipated in H2. Subscriber adoption expanded consistently, while quick commerce grew 19% year-over-year, significantly outpacing overall topline performance. The high-margin AdTech business delivered 32% year-over-year growth in Q2, representing a runway for further margin expansion. Adjusted EBITDA margin expanded by 70 basis points year-over-year in H1.
Asia’s platform business showed improving trends, though reported results were affected by currency headwinds. GMV grew 6% like-for-like to €5.0 billion in Q2, with growth accelerating driven by improving momentum in South Korea. Segment revenue outgrew GMV due to rapid expansion of the subscription offering and continued rollout of own-delivery logistics. Quick commerce scaled rapidly in South Korea, delivering 39% year-over-year GMV growth in constant currency.
Quick Commerce Momentum
The company’s Dmart quick commerce business demonstrated exceptional execution, as illustrated in the following growth trajectory.
Dmart order growth reached 39% year-over-year in Q2 2026, marking the highest growth rate in more than three years and representing six consecutive quarters of accelerating order growth since Q1 2025. Orders per store increased 28% year-over-year, indicating improving unit economics and operational efficiency.
The strategic importance of quick commerce extends beyond current performance to total addressable market expansion, as shown in the following market opportunity diagram.
The "Everyday App" strategy positions Delivery Hero to capture a €310 billion market across online categories in its markets, significantly larger than the €77 billion online grocery segment alone. The data shows that quick commerce multi-vertical customers demonstrate 5x higher spend than single-vertical users, underscoring the value creation potential of the platform expansion strategy.
The Integrated Verticals segment, which includes Dmart and other owned-inventory businesses, posted strong results in Q2.
Integrated Verticals GMV increased 32% like-for-like to €1,092 million, while segment revenue grew 36% to €1,039 million. The momentum accelerated further in Q2, powered by robust operational execution and exceptional performance in MENA, Americas, and Asia. AdTech revenues are growing rapidly and becoming a significant driver for revenue growth with further scaling potential.
Financial Position and Cash Flow
Delivery Hero’s liquidity position strengthened significantly during the first half, as demonstrated in the following cash flow waterfall.
Cash and cash equivalents increased to €2.77 billion at the end of H1 2026 from €2.11 billion at year-end 2025. The improvement was driven by adjusted EBITDA of €427 million, positive working capital changes of €177 million, and refinancing proceeds of €522 million from a March 2026 term loan transaction. This was partially offset by capital expenditures of €138 million, leasing payments of €92 million, taxes paid of €124 million, and net interest paid of €104 million.
Operating cash flow generation benefited from enhanced profitability, with cash flow from operating activities reaching €535 million in H1 2026 compared to €395 million in the prior-year period. Working capital inflows were attributed to timing effects related to payment service provider settlements, which management expects to reverse in H2 2026.
The company’s debt maturity profile shows a well-structured balance sheet with €2.26 billion in outstanding convertible bonds at a weighted average coupon of 2.4%, and term loans totaling $2.7 billion and KRW 794 billion with a margin of SOFR/CD rate plus 5.0%. The undrawn €840 million revolving credit facility maturity was extended from May 2028 to May 2029.
Strategic Priorities and Outlook
Management outlined four key priorities for FY 2026 that underpin the raised guidance, focusing on strengthening leadership across geographies through subscriptions and operational excellence, expanding quick commerce with efficient operations, driving AI-powered product improvements for engagement and advertising revenue, and executing the strategic review to unlock shareholder value.
The updated full-year 2026 guidance reflects confidence in continued momentum, as shown in the following outlook summary.
The company now expects GMV growth of 9-11% on a like-for-like basis, up from prior guidance of 8-10%. Revenue growth guidance increased to 17-19% like-for-like from 14-16%. Adjusted EBITDA is now expected to reach €960-1,000 million, up from €910-960 million, while free cash flow before extraordinary items should exceed €250 million, raised from the previous target of more than €200 million.
Management noted that while momentum should continue into the second half, working capital benefits from H1 are expected to reverse, and capital spending and lease payments should rise as Dmart expansion accelerates. The company also expects higher tax payments in the second half of the year.
Chief Executive Niklas Östberg stated that "Q2 is proof that the Everyday App strategy is working," emphasizing that investment in customer experience and broader consumer choice is helping both growth and profitability. Chief Financial Officer Marie-Anne Popp highlighted that revenue growth of 18% like-for-like "once again grew faster than GMV," driven by quick commerce, subscriptions, AdTech, and own-delivery operations.
The presentation emphasized that starting FY 2026, KPI disclosure in trading updates will be aligned with IFRS reporting standards, with segment revenues presented net of revenue reductions and certain costs reclassified within the profit and loss statement. However, GMV, group revenues, adjusted EBITDA, and free cash flow remain unaffected by these reporting changes.
Full presentation:
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