Amazon announced on June 16, 2017, that it would buy Whole Foods Market for $42 per share in cash, at a transaction value of approximately $13.7 billion including Whole Foods’ net debt. The acquisition closed on August 28, 2017. Amazon later reported a different figure—approximately $13.2 billion—because its SEC filing states the purchase price net of cash acquired.
What Amazon agreed to buy—and what $13.7 billion means
The companies announced a definitive merger agreement on June 16, 2017. Amazon offered $42 in cash for each Whole Foods share, valuing the transaction at approximately $13.7 billion including Whole Foods’ net debt. Amazon’s announcement described the deal as a way to extend its grocery offering by combining Amazon’s technology and logistics capabilities with Whole Foods’ stores and grocery expertise. That was the companies’ stated rationale, not an independently established motive.
Why Amazon’s filing says $13.2 billion
The $13.7 billion announcement value and the approximately $13.2 billion figure in Amazon’s later filing use different accounting bases; they are not competing estimates of the same measure. Amazon’s 2019 Form 10-K says it acquired Whole Foods on August 28, 2017, for approximately $13.2 billion net of cash acquired. The filing’s figure is therefore not the announced value including net debt. Amazon’s Form 10-K also confirms the acquisition date.
FTC review and closing date
The Federal Trade Commission said its investigation considered whether the deal would substantially lessen competition under Section 7 of the Clayton Act or constitute an unfair method of competition under Section 5 of the FTC Act. On August 23, 2017, the FTC said it had decided not to pursue the matter further. That was the agency’s decision after its review, not a court judgment or a finding that the deal could have no effect on competition. The FTC’s statement gives its explanation.
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On August 24, the companies announced that the acquisition would close the following Monday, August 28. Amazon’s filing records August 28 as the acquisition date. The closing announcement set out the companies’ timing.
What changed for shoppers after the announcement
Selected grocery price cuts
When the deal closed, Whole Foods announced lower prices, effective that day, on a selection of best-selling grocery staples. Examples included avocados, organic brown eggs, and responsibly farmed salmon. Amazon’s 2017 shareholder letter later said prices had been lowered on selected staples; neither statement means every Whole Foods product received a price cut. The closing release lists examples of the initial reductions.
Prime rewards and online products
The closing release said Prime would become Whole Foods Market’s customer rewards program after technical integration, with special savings and other in-store benefits. This was an announced plan; the release does not establish that every benefit launched in precisely the form proposed.
Amazon’s 2017 shareholder letter later said customers could buy Whole Foods private-label products, including 365 Everyday Value, on Amazon. It also cited Amazon devices in over a hundred Whole Foods stores and Amazon Locker package pickup or returns in hundreds of stores. These are examples reported by Amazon, not a complete account of every location or customer benefit. Amazon’s shareholder letter describes those integrations.
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In a 2026 company update, Amazon said Whole Foods sales had grown by over 40% since the 2017 acquisition and that the chain had expanded to more than 550 locations. These are Amazon’s own figures; the update does not specify a detailed calculation method or comparison period, so they should not be read as independently audited measures. Amazon’s 2026 update provides the claims.
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