Postmates has explored a sale to Uber or DoorDash instead of going public

A Postmates bike messenger rides on Pennsylvania Avenue in front of the White House on January 3, 2014.

The conversation around labor rights in Silicon Valley could be reshaped if the food-delivery startup is gobbled up.

A half-dozen American food-delivery companies are battling for dominance.

Consolidation seems inevitable. The US doesn’t need so many venture-backed companies in an industry defined by low margins, similar services, and fickle customer loyalty. And yet no end has appeared in sight.

But Recode has learned that one of the most prominent of these startups, Postmates, has explored a sale instead of becoming a standalone public company, which it announced plans to do so in February.

Staring at a public market that has been unkind toward consumer IPOs like Lyft and Uber, Postmates in recent months has had persistent talks with many of the likeliest acquirers in the space, including DoorDash, Walmart, and Uber, which operates UberEats, according to multiple sources. The clearest sign that Postmates — which was expected to be the next hot consumer-industry IPO — has seriously considered a sale: It has been working with Qatalyst Partners, the boutique investment bank famous for selling tech companies, people familiar with the matter told Recode.

Postmates is trying to keep its options open: It has also been considering following through with its much-delayed IPO, or raising a private round of financing that could push its IPO even further out, these sources say.

A Postmates spokesperson said it disputed Recode’s reporting but declined to specify on the record what the company actually was disputing. The company pointed to Second Measure data that showed Postmates is growing faster than UberEats and GrubHub nationally, while remaining especially popular in places like Los Angeles. Postmates has about 10 percent of total market share across the US.

“Eventually, you’ll probably see some consolidation, and I think we always like to think a few steps ahead. Is there a super company that we could create that would make a lot of sense?” Postmates CFO Kristin Schaefer said in February, just before the company filed to go public. “But at the same, we don’t have to take that path.”

Why does this matter? Well, an acquisition could affect the prices that Americans pay for food delivery. On one hand, it could allow for dominant players like UberEats to achieve cost savings that would make your dinner cheaper. Or maybe it would remove needed competition and allow middlemen to raise your prices.

It could also shape the reinvigorated conversation around labor rights in Silicon Valley. Delivery startups like Postmates have drawn recent criticism for their relationships with couriers, who deliver more than food and technically are contractors rather than employees. That classification has been criticized by workers’ right groups because it deprives them of certain benefits that full-time employees enjoy. If Postmates sold to a competitor like DoorDash or Uber, both with their own controversial workers’ practices, the situation for their workforce of contractors might get worse rather than better.

And lastly, if Postmates were to sell, it would also reveal some aftershock of how Uber and Lyft’s disappointing IPOs are impacting the plans of other high-profile IPO prospects.

As of now, Postmates appears still slated to head public, albeit on a much-delayed schedule. One person briefed on Postmates’ plans said that it very much is trying to avoid an IPO and that its first choice is to be bought — if a deal can be arranged at the right price. Others close to the situation insist Postmates is “full-steam ahead” on preparing for an IPO.

Either way, the acquisition talks help explain why Postmates — five months after stating very publicly that it planned to IPO — has not visibly taken some of the steps required to pursue that action.

All this back-and-forth with potential acquirers comes amid signs that Postmates could have trouble on Wall Street. Some analysts who met with Postmates in recent months told others in the industry that they had concerns over the company’s financial footing, according to people familiar with the matter. Those concerns, however, were not shared with Postmates, its board or its bankers directly, and so the sources say it did not affect Postmates’ IPO timing.

One of Postmates’ IPO meetings with Wall Street, its modeling day, was also pushed back at least once this spring, a delay that made some investors and analysts “queasy,” according to one of those sources.

These would not be the first investors to raise concerns about the food-delivery sector, which has historically been considered to be one of the toughest businesses in online commerce. The companies’ independence has created a scattershot network of regional dominions, with companies like GrubHub dominant in Chicago and New York, where it owns Seamless, and with Hollywood-stamped Postmates practically a verb in Los Angeles.

So Postmates has been surveying and pursuing other options.

It’s not uncommon for a company to at least explore a sale even as it prepares to go public. Startups often will pursue multiple strategies at once, and sometimes they do sell at the last minute before they hit the public market.

Postmates and Qatalyst have also fielded some interest originating from potential acquirers, people familiar with the matter say. But in a small sector where nearly all of the competitors know one another intimately, it can be a thin line between any inbound interest and organic talks that emerge from dinners or drinks.

The company or its bankers have had talks with at least three possible suitors, according to people familiar with the matter:

  • Postmates informally spoke with Walmart, which could potentially use a last-mile delivery provider, about a possible deal. But Postmates’ likely asking price makes such a tie-up unlikely for Walmart. (One person said Postmates was seeking a deal that valued itself at around $2 billion, which would be not much more than the company’s most recent private valuation.)
  • The most serious talks seem to have been with Uber, though it’s not clear who reached out to whom. But both sides expressed mutual interest. The Uber talks have been accelerated by the increased involvement of Qatalyst, which has a “fee tail” — or the lagging right to collect fees if the company is sold — from when it was hired in 2016 to explore a possible sale of Postmates. That tail encourages Qatalyst to get a deal done. J.P. Morgan, the bank leading Postmates’ IPO, has not been involved in the attempts to sell the company.
  • Postmates has also had some discussions about a possible sale earlier this year with DoorDash — which was once Postmates’ fiercest rival in the US but has since pulled away in national market share thanks to billions of dollars of venture capital led by SoftBank. These conversations were through intermediaries and did not rise to the level of DoorDash’s board of directors, another person said, suggesting they never went particularly far.

All of these parties declined to comment.

This may not be the end of the story. Postmates has discussed merger scenarios with DoorDash and GrubHub before, and it may be easier for some of these companies to combine once they all become public, as Uber now is. But one lingering holdup for Postmates could be whether its CEO, Bastian Lehmann, is willing to work as a subordinate to someone else, said a person close to the company.

In the meantime, though, Postmates’ slow schedule has confused some in Silicon Valley and Wall Street, who wonder whether it speaks to a desire to avoid a near-term IPO altogether.

When Postmates in February announced that it had confidentially filed to go public, people expected it to charge toward an IPO immediately. But five months later, the company has yet to even unseal its S-1, its prospectus with the Securities and Exchange Commission, which is an unusually long amount of time to sit in limbo, IPO experts told Recode.

People close to the company point to a few factors for the delay, ranging from the acquisition talks to the winter government shutdown to the birth of Lehmann’s first child.

There is no doubt, though, that the recent lackluster performances of other consumer startup IPOs weighs on how Wall Street might assess the next one. That has also been yet another cause for the delay. Postmates has closely watched Uber struggle in its first months as a public company, viewing this as a sign of investors’ appetites for another food-delivery business — although obviously one without a core business in ride-hailing.

What could push the IPO timeline out even further is if Postmates chooses to raise more money from private investors instead, which the company has considered doing, according to people familiar with the matter. The food-delivery startup — which has already raised almost $700 million — feels it has seen better-than-expected success with its most recent round of fundraising, $100 million collected in January, and that it might make sense to wait out the IPO until it can use that money — and more money in the future — to produce improved financials, people said.

Few major IPOs occur during the vacation-filled weeks of summer, which means Postmates would probably be headed for an IPO after Labor Day at the earliest. And Postmates has spent the summer trying to get its house in order just in case it does want to pull off a small IPO.

The company has been publicly recruiting a head of investor relations to “play a key role in preparing Postmates to become a multi-billion dollar public company.” And just two weeks ago, the company added a new independent member to its board — another unusual, last-minute step for a company that is already in IPO registration — but one that shows that the company is not dead-set on finding a buyer.

And the company has been preparing its shareholders for the typical “lockup period,” distributing paperwork to employees and investors earlier this year about the lockup, which prevents shareholders from selling for a certain amount of time. That document signaled that the lockup would begin by the end of June, or else the paperwork would become ineffective, according to people familiar with the matter.

But that timing, too, has been pushed back. Two weeks ago, coming up against that deadline, the company told those shareholders that it would delay the start date of that lockup period by several months.


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