Delivery Hero SE (DHER) Earnings Call Transcript & Summary

Welcome to the Delivery Hero Q2 2026 Trading Update. Today's presentation will be followed by a Q&A session. [Operator Instructions] I will now hand the call over to Andrea Ferraz Estrada to begin the presentation. Thank you.

Hello, and welcome to our Q2 2026 earnings call. I'm joined today by Niklas Oestberg, CEO; and Marie-Anne Popp, CFO of Delivery Hero. Together, they will present the key highlights of our Q2 2026 results and the first half of 2026. Following their presentation, they will be delighted to address any questions you might have. Before we start, a quick note from our side, please be advised that any information on the Uber transaction in this presentation does not constitute an offer of or a solicitation of an offer to purchase securities of Delivery Hero or of any of its subsidiaries in the U.S., Germany or any other jurisdiction. This information shall not form the basis of or be relied upon in connection with an offer in any jurisdiction. And now I will pass it to you, Niklas.

Thank you, Andrea, and welcome, everyone, also from my side, and thank you for joining us today. Q2 is proof that everyday app strategy is working. The investments we have made in the customer experience and increasing consumer choice are having a positive impact on both our growth and profitability. We have 3 key messages for you. First, growth is accelerating. Group GMV grew 11.3% like-for-like in Q2, up from 8.8% like-for-like in Q1. This was supported by broad-based performance across nearly every segment. We expect this momentum to continue through the second half of the year. Second, Profitability came in ahead of our expectations. Adjusted EBITDA grew 4% or 11% like-for-like in a period of heightened investment. On the back of these better-than-expected results, we are raising all 4 key metrics of our full year guidance. GMV growth to 9% to 11%, revenue growth to 17% to 19%, adjusted EBITDA to EUR 960 million a EUR 1 billion and free cash flow to more than EUR 250 million. Finally, an update on our structure on July 16, Uber announced a voluntary public takeover offer for all Delivery Hero shares it does not already hold at EUR 41.5 per share in cash. This represents a significant premium of approximately 35% to the 3-month volume weighted average price before the announcement. We are really excited about this opportunity. Uber's global platform and our Everyday App strategy fit very well together, and I believe this is the right partnership to take our strategy further. Separately, we had already agreed to the sale of Taiwan business to grab for USD 600 million in March with closing expected in the fourth quarter of this year. Now to execution, the 4 priorities for 2026, we shared in March remained the same. On Q2, yes, Q2 showed we are executing against each of them. First, strengthening our leadership position, which we do by deepening loyalty and improving our customer proposition, subscribers now represent 47% of group GMV, up by 12 percentage points year-on-year with more room to grow. In Saudi Arabia, for example, subscribers now drive 63% of GMV, which is the highest share across the group. Second, expanding Quick Commerce through a broad, relevant assortment, optimized picking and efficient last-mile operations. This combination opens up new shopping occasions and expands our total addressable market. Quick Commerce has been a key contributor to accelerating growth now contributing 18% of our GMV and growing 32% like-for-like. Third, using AI to make our product better, driving engagement, advertising revenue and order frequency. Our recently announced AI assistant for vendors and shops is a perfect example. It develops strategies for vendors to do sales and can implement them directly. It spots what a busy owner would miss is that is not selling or a review that needs a reply and a good moment to run a promotion and so on. And once the partner approves, it implements the change directly. In [indiscernible], they already use. At Global, restaurant grew orders by 15%. It supports more than 40,000 partners today out of roughly 1.5 million on our platform. So you can see the runway from here. And fourth, the strategic review, which we started to unlock shareholder value and strengthen the balance sheet. The Management Board and the Supervisory Board evaluated a broad range of options and agreement with Uber that we announced on July 16 is the outcome of that process. Let's have a look at our everyday strategy, which is ultimately the engine behind our strong results. Scaling our everyday app serves the primary catalyst for Delivery Hero's as the next legs of growth, expanding our addressable market opportunity nearly fourfold from EUR 77 billion online grocery market to a EUR 310 billion for multi-category. This market is also expanding rapidly with online grocery penetration across our markets is still just around 5%. So even within grocery alone, we have many years of growth ahead of us as structural opportunity of online grocery continues to increase. And the mechanism behind this is fairly simple, by systematically driving cross-category shopping from food to grocery to non-grocery we see a significant uplift in monthly frequency, unlocking significant wallet share and driving sustained long-term growth. our multi-vertical Quick Commerce customers are spending 5x more than our single vertical customers. Dmarts, the term used to refer to our own grocery fulfillment centers are a key part of the Everyday App strategy. They enable the consumers to get a full grocery shop to the door in under an hour, and they are what turns an occasional food delivery customer into a weekly one. We started investing in fulfillment centers over 5 years ago, well before any of our competitor and it's really paying off. Dmarts orders grew 39% year-over-year in Q2. That is our highest order growth rate in over 3 years and the sixth consecutive quarter of acceleration since Q1 '25. Importantly, this momentum is not growth brought with new store rollouts. Orders per store are up 28% year-over-year. Customers are moving from the quick impulse purchase to the planned weekly or biweekly shop and we are getting more out of the footprint we already have. Last year, we delivered adjusted EBITDA breakeven for the segment, showing this is a growth engine that delivers healthy turn rates after the initial investment period. Let me now turn to the offer. Uber has announced a public takeover for all Delivery Hero shares not already held by Uber at a price of EUR 41.5 per share. That corresponds to the equivalent value of EUR 13 billion and a premium of approximately 35% on a 3-month volume-weighted average price to that announcement. In parallel, Delivery Hero will sell its business in 14 countries separately to SSW Partners for approximately EUR 1.4 billion. We are really excited about this partnership with Uber as it unlocks value, and shows a lot of growth opportunities for our shareholders, employees and ecosystem partners. By uniting Delivery Hero's local food delivery and Quick Commerce business with Uber's global mobility and logistics platform, we bring together 2 highly complementary businesses. Driven by a shared commitment to innovation, this powerful partnership positions us to accelerate our Everyday App strategy and deliver even greater value to our customers worldwide. The Management Board and the Supervisory Board unanimously support the offer and intend to recommend that shareholders tender into it. that intention is subject to the review of the published offer document. The combination will be set out formally in joint recent statement. Closing is expected in the second half of 2027, subject to customary closing conditions, including regulatory approvals. A short orientation on the process, the decision to make an offer was announced on July 16. Uber has now published the offer document. According to the document, the initial acceptance period started today and will expire on 5th November 2026. The Management Board and the Supervisory Board will start their review now in compliance with the German takeover laws and prepare and publish their joint recent statement in response to the alpha documents in due course. The regulatory review and the clearance process is likely to remain outstanding when the offer results are published with closing expected in the second half of 2027. And now let me hand over to Marie-Anne, who will guide us through the financial highlights.

Thank you, Niklas, and a warm welcome from my side as well. We had a strong first 6 months of the year 2026 behind us with continued strong top line growth throughout the period. GMV grew 10% like-for-like, reaching EUR 25.7 billion and 4% growth in reported currency with robust contributions from almost every segment. Revenue grew 18% on a like-for-like basis to EUR 7.8 billion, once again growing faster than GMV. This was driven by 3 factors: the rapid scaling of Quick Commerce, accelerating momentum across our subscription and AdTech offerings and the deliberate expansion of our own delivery operations. Alongside top line growth, H1 adjusted EBITDA grew 4% year-over-year to EUR 427 million, fully absorbing investments in Quick Commerce, Korea and MENA as well as FX headwinds. On a like-for-like basis, adjusted EBITDA grew by 12% year-over-year. Free cash flow before extraordinary items improved significantly to EUR 348 million. This year-over-year growth was driven by higher adjusted EBITDA and large working capital inflows due to calendar timing differences, which are expected to reverse in H2. Now let's turn to our Q2 performance. Q2 2026 was a strong quarter with top line growth accelerating. Orders grew 11% on a like-for-like basis to EUR 981 million. GMV grew in line with orders at 11% like-for-like, reaching EUR 13.2 billion, an 8% growth in reported currency. Revenue grew 18% on a like-for-like basis to EUR 4 billion, once again growing faster than GMV. Now let's turn to our segment performance, starting with MENA. MENA delivered a robust performance with GMV expanding 15% like-for-like to EUR 2.4 billion, while segment revenue increased by 14% to [ EUR 1,077 million ], delivering such strong results, particularly in light of the eat calendar timing this year underscores the underlying strength of our platform and the compelling service we provide to our customers. Saudi Arabia was a standout performer, delivering further top line acceleration over Q1 alongside significant adjusted EBITDA margin expansion in the first half. This clearly validates the success of our targeted strategic investments with high-value subscribers in Saudi Arabia, now capturing 63% of GMV and Quick Commerce growth exceeding 60%. Talabat sustained its momentum, driven by customer acquisition, a broader vendor offering, strong subscriber adoption deeper multi-vertical engagement and a high-performing advertising business. Reflecting this fundamental strength, Talabat raised its full year guidance earlier this month. On profitability, adjusted EBITDA in MENA was marginally softer in the first half as the business successfully absorbed key growth investments alongside Talabat's strategic product mix shift towards groceries and retail. Now turning our focus to Asia. Asia accelerated for the second consecutive quarter with GMV growth of 6% on a like-for-like basis. This inflection is driven by robust top line traction in South Korea. Segment revenue grew 11% on a like-for-like basis to EUR 1.63 billion. This was driven by the rapid scaling of our attractive subscription offering and a continued rollout of our own delivery logistics, expanding by 5 percentage points year-over-year to reach 78% in Asia. Quick Commerce continues to scale rapidly, delivering 39% year-over-year growth in South Korea in Q2. This performance was driven by deepening customer engagement marked by higher order frequency. From a margin perspective, the segment's adjusted EBITDA to GMV margin was just 20 basis points softer in H1, which reflects the targeted growth investments in South Korea to drive growth and capture the long-term upside. Let's continue with Europe. Europe delivered accelerating growth driven by strong operational performance of Glovo, and we expect further momentum in the second half. On a like-for-like basis, GMV grew 8% year-over-year to EUR 2.6 billion matched by an equally robust 8% growth in segment revenue to EUR 662 million. Subscriber adoption gained steady momentum throughout the quarter, and Quick Commerce delivered healthy performance, delivering 19% growth year-over-year. The strong growth of Quick Commerce volume is driven by further expansion of top grocery partners and increased growth in non-grocery shops. Our AdTech business accelerated with 32% year-over-year in Q2, unlocking a powerful long-term runway for sustained margin expansion and compounding profitability. This top line strength is flowing through to our bottom line. Europe's adjusted EBITDA to GMV margin improved by 70 basis points year-over-year, demonstrating better operational efficiency across the business. Now turning our performance -- to our performance in Americas. Americas accelerated sharply. GMV grew 29% year-over-year on a like-for-like basis to EUR 1.349 billion, a meaningful step-up from 18% growth in Q1. Segment revenue also accelerated from 21% in Q1 to 31% in Q2 reaching EUR 325 million. Subscriber adoption was the main driver with subscribers now accounting for a substantial 40% of total GMV alongside the ongoing rollout of our multi-vertical offerings. Quick Commerce continues to scale, delivering outstanding 57% year-over-year growth. This momentum is powered by strategic footprint expansion and key enhancements to the customer experience. Simultaneously, our AdTech expansion continues to supercharge revenue growth, unlocking high-value monetization opportunities and driving an increasingly strong high-margin contribution to our financial performance. Profitability was particularly strong with adjusted EBITDA surging 52% year-over-year to EUR 70.3 million in H1, underpinned by strong operating leverage and sustained margin expansion across the business. Now on to Integrated Verticals. Integrated Verticals accelerated further in Q2 with GMV up 32% year-over-year on a like-for-like basis to EUR 1.092 billion and segment revenue up 36% to EUR 1.039 billion. The strong performance was broad-based and driven by operational execution. At the same time, AdTech revenue is expanding rapidly and becoming a significant driver of revenue growth. Our solutions combine greater relevance and automated optimization to have advertisers allocate budgets and optimize spend more effectively across the full funnel, alongside highly engaging and innovative display formats such as shoppable banners and video ads. Our strategic growth investments to enhance our supermarket-like value proposition and customer experience through affordability, reliability and speed and to extend our Dmarts footprint remain on track. The majority of the planned store openings are scheduled to launch and drive further momentum in the second half of the year. Our adjusted EBITDA to GMV margin was a modest 20 basis points lower year-over-year in the first half, reflecting deliberate investments engineered to elevate the customer experience and capture long-term leadership. Let's now have a closer look at our key profitability metrics for the first half. Even while executing our previously announced strategic growth investments across MENA, Asia and Quick Commerce, we successfully expanded adjusted EBITDA by 4% to EUR 427 million in the first half, underscoring the underlying profitability of our platform. Below that line, total management adjustments amounted to EUR 194 million. This was primarily driven by EUR 173 million related to competition antitrust-related risks, particularly in South Korea. At the same time, reorganization measures dropped sharply to just EUR 11 million, down from EUR 42 million, while costs related to corporate transactions halved to only EUR 10 million. Share-based compensation increased by 25% to EUR 157 million, reflecting a different vesting structure and lower expense reversals under the new long-term incentive program. Taking these adjustments into account, EBITDA came in at EUR 79 million. G&A was fairly stable at EUR 239 million, bringing EBIT to a negative EUR 160 million. The financial result improved by 52% to negative EUR 130 million, driven by fair value gains from FX, partly offset by higher interest expense on the new term loan. Taxes for the period amounted to EUR 69 million. In total, this brings our net result to negative EUR 359 million, remaining broadly stable year-over-year and fully reflecting our disciplined investment strategy. Let's now review how free cash flow has evolved. Operating cash flow increased by EUR 139 million year-over-year was EUR 351 million, excluding the breakup fee for the Taiwan sale that we received in H1 2025. The increased operating cash flow is largely explained by working capital inflows in addition to the adjusted EBITDA increase. Looking at the individual components, I would like to remind you that in H1 2025, we reclassified the EUR 329 million provision to a current liability, which was neutral to operating cash flow but led to an increase in working capital and a decrease in provisions. The effect on operating cash flow in H1 was neutral with the payout happening in July. Performance in H1 2025 was also affected by calendar timing. June 2025 coincided with extended weekend closures and major public holidays at months end across several markets, which temporarily delayed customer payments and outstanding receivables over the closing period. Because June 2026 ended on standard week days with no holiday disruptions, we collected those funds immediately. This drove a favorable reduction in receivables and generated a significant positive working capital cash in show for 2026 compared to 2025. Looking ahead to H2, we foresee a reversal of this trend, ending the year with a small cash inflow from working capital changes. CapEx was EUR 138 million, EUR 16 million lower than last year. And lease payments were EUR 92 million, reflecting the aforementioned investments in Dmarts expansion. All in all, this gives us a free cash flow before extraordinary items of EUR 348 million. This is a significant increase year-over-year, but I would flag 3 things for the second half. The working capital benefit reverses in H2. CapEx and lease payments for the Dmarts rollout step up and we expect higher tax payments compared to H1. We therefore expect free cash flow in H2 to be negative, fully in line with our updated and increased FCF guidance for the full year. Let's have a look at the liquidity development. We ended the year with a strong cash position of EUR 2.11 billion and closed the first half standing at EUR 2.77 billion. This was anchored by robust operational execution, delivering EUR 0.43 billion in adjusted EBITDA, alongside of EUR 0.18 billion working capital inflow against disciplined outflows for CapEx, leasing, taxes and net interest. Amplified by EUR 0.52 billion in net proceeds from our refinancing transactions, we expanded our total cash to EUR 2.77 billion, providing us with a substantial liquidity cushion and ample financial flexibility. To highlight 3 key takeaways from these results. First, expanding cash generation capacity. Our increasing profitability positions our business well for future cash generation. Second, working capital dynamics. The H1 working capital benefit was driven by favorable timing effects across payment service providers and is expected to reverse in the second half. Third, targeted growth investments. [ AdTech ] and Dmarts was lower than projected due to geopolitical headwinds in Q1. However, our investment plans remain fully intact and will shift into the second half of the year. Let's now turn to our guidance. Given the strong first half with growth accelerating across many regions and better-than-expected profitability, we are raising all 4 elements of our guidance for the full year 2026. On GMV, we now expect growth of 9% to 11% year-over-year on a like-for-like basis, up from 8% to 10%. On revenue, we now expect growth of 17% to 19% on a like-for-like basis, up from 14% to 16%. For adjusted EBITDA, we now expect EUR 960 million to EUR 1 billion compared with the EUR 910 million to EUR 960 million range previously. And on free cash flow before extraordinary items, we now expect more than EUR 250 million, up from more than EUR 200 million. That's it from my side. We're now looking forward to taking your questions. Operator, please go ahead.

[Operator Instructions] Our first question today comes from Andrew Ross at Barclays.

I guess, a big picture one on the outcome of the strategic review, accepting the 2 recent statement isn't published. Could you give us some high-level color on the puts and takes that went into recommending the 150 off of Uber in the context of the strategic review, it would be good to get an insight in terms of other alternatives that you had to drive value, the timing of a recommendation, and also, please can you touch on how the Supervisory Board is that the antitrust risk transaction and what gave you confidence the transaction will complete.

Andrew, so I'll be a little bit limited in my answer, and we're coming out with the recent statement, and we want to make sure that all information is properly reflected there. But in terms of strategic review, as you know, we looked at every opportunity, every alternative. We did not let any stone being untouched to see what is the best way to drive shareholder value. And yes, and in summary, I know we came to this being the best conclusion. In terms of antitrust, yes, we have spent a lot of time on the structure and with -- together with many antitrust lawyers and a lot of other insights, we feel very comfortable with the structure. And we feel very comfortable that it will take [indiscernible] be approved. And -- but yes, it can take time. I don't know if we said it would be H2 next year. So yes, it can take time, but we feel very confident that it's going to go through.

[Operator Instructions] Our next question today comes from Wolfgang Specht at Berenberg, Gossler & Co.