Freshfields Bruckhaus Deringer is advising the listed All for One Group SE in connection with a public takeover offer from the VINCI Group. VINCI, listed on Euronext Paris and included in the CAC 40, is an international company active in construction, concessions, energy solutions, and multi-technical services. The advice covered corporate and capital markets law, as well as regulatory aspects of the transaction.
As the basis for this intended takeover, a business combination agreement was concluded between All for One and VINCI. This agreement specifies the offer process and includes arrangements for future cooperation after the successful completion of the takeover. The transaction aims to accelerate All for One's development into a globally active SAP partner for medium-sized companies.
VINCI Energies Deutschland Enterprise Solutions AcquiCo SE, a subsidiary of VINCI S.A. ("Bidder"), plans to submit a voluntary public takeover offer in accordance with the German Securities Acquisition and Takeover Act (WpÜG). All for One shareholders will be offered a cash payment of EUR 67.50 per share. This amount represents a premium of approximately 104.9 percent on the volume-weighted Xetra average share price of All for One over the last three months up to 15 July 2026. The total transaction volume amounts to approximately EUR 336 million.
The public takeover offer is subject to a minimum acceptance threshold of 75 percent of All for One shares. The Bidder has entered into customary agreements with the Unternehmens Invest-Gruppe and other shareholders, obliging them to accept the offer for their shares. This covers a total of approximately 54.7 percent of All for One shares.
The completion of the transaction is expected in Q4 2026, subject to the necessary regulatory approvals and other customary conditions. The Management Board and Supervisory Board of All for One support the transaction. They intend to recommend to shareholders in their joint reasoned statement, pursuant to Section 27 WpÜG, to accept the offer once the offer document to be published by the Bidder has been reviewed. Freshfields will also advise All for One's corporate bodies in preparing this statement.
- —Transaction volume: approx. EUR 336 million
- —Offer price: EUR 67.50 per All for One share
- —Anticipated completion: Q4 2026
- —Minimum acceptance threshold: 75 percent of shares
