Delivery Hero’s AGM Countdown: Morgan Stanley Reshapes Its Stake as Uber’s Bid Hovers

Morgan Stanley rebalances its Delivery Hero stake, boosting direct voting rights while cutting derivatives, as Uber's €33/share bid faces a surging stock price ahead of the AGM.

The annual meeting isn’t until June 23, but Delivery Hero’s shareholder register is already delivering drama. Morgan Stanley has filed a fresh stake breakdown that layers a complex derivative structure on top of a steadily growing direct equity position, just weeks after Uber revealed a strategic toehold in the Berlin-based food delivery group.

The US bank reported a total attributable voting rights position of 13.54% as of May 28, a modest drop from the 15.44% it previously disclosed. The headline figure, however, masks a deliberate internal rebalancing: Morgan Stanley now holds 5.52% of voting rights through shares, up from 3.50%, while the portion tied to financial instruments has fallen from 11.94% to 8.02%. The overall stake is smaller, but the direct voting muscle has grown.

That derivative layer remains substantial. The latest filing items include 8.92 million equity call options, 1.54 million voting rights from securities lending recall rights, and 13.29 million equity swaps — the last of which alone accounts for 4.37% of all voting rights. For investors parsing the governance landscape ahead of the AGM, the message is clear: Morgan Stanley is not simply trimming exposure; it is reordering the instruments through which it exerts influence.

The timing is no coincidence. In mid-May, Delivery Hero disclosed that Uber had accumulated 19.5% of the company’s issued share capital, plus a further 5.6% via options. Shortly afterward, the US ride-hailing giant tabled a takeover offer at €33 per share. That bid now looks increasingly ambitious: the stock closed Friday at €38.73, up 1.36% on the day and a staggering 87.46% higher than 30 days ago.

The run-up reflects more than sentiment. Operationally, Delivery Hero delivered a robust first quarter. Gross merchandise value on a like-for-like basis rose 8.8% to €12.5 billion, while total segment revenue climbed 17.8% to €3.7 billion. Quick commerce was again the standout, with GMV surging 30% and now representing 18% of group-level GMV. Management reaffirmed full-year guidance for GMV growth of 8–10% and total segment revenue growth of 14–16%, with adjusted EBITDA targeted at €910 million to €960 million and free cash flow of more than €200 million.

The strength of those numbers gives Delivery Hero’s board a solid hand at the AGM. Yet the overriding narrative remains the ownership jigsaw. Morgan Stanley’s derivative-heavy footprint, Uber’s creeping strategic stake, and a stock price that already rejects the €33 offer all point to a moment of heightened tension. The market is effectively wagering that Uber will have to sweeten its bid or walk away — and with the AGM just weeks away, every voting rights filing adds another piece to the puzzle.