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Voluntary Public Takeover Offer of VINCI Energies Deutschland Enterprise Solutions AcquiCo SE to the Shareholders of All for One Group SE

Public Takeover Offer

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VINCI Energies

Offer Website

Press Releases and Other Announcements

16 July 2026

Ad-hoc: All for One Group SE enters into Business Combination Agreement with VINCI Energies and supports voluntary public takeover offer at a price of EUR 67.50 in cash per share

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16 July 2026

Corporate News: All for One enters into Business Combination Agreement with VINCI Energies to accelerate international growth strategy

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FAQ

Why should All for One shareholders accept the Offer?

The Offer provides shareholders with a highly attractive opportunity to monetize their investment at a very high premium of 104.9% to the 3-month volume-weighted average share price and 95.5% to the Xetra closing share price on 15 July 2026. It enables shareholders to realize value from a share with limited liquidity.

What conditions are attached to the Offer?

The Offer will only be successful if enough shareholders accept it and the required regulatory approvals are received. Shareholders must tender at least 75% plus one share of All for One’s share capital by the end of the acceptance period.

What happens if the minimum acceptance threshold (of 75%) is not reached?

If the minimum acceptance threshold is not reached, the Offer will lapse.

Do Management Board and Supervisory Board members of All for One support the Offer?

Yes, Management Board and Supervisory Board of All for One support the Offer and intend, subject to their review of the Offer Document yet to be published, to recommend its acceptance.

How can I accept the Offer?

After the publication of the Offer Document, you will receive a letter or an e-mail from your custodian bank with instructions on how to tender your shares. If you use online banking, you should keep in mind that your custodian bank may send documents to the electronic mailbox.

If you wish to accept the Offer, you should contact your custodian bank or securities service provider with a registered office or branch in the Federal Republic of Germany with any questions you may have regarding the acceptance of the Offer. The custodian bank will provide you with an acceptance form and help to complete the necessary steps.

When can I accept the Offer?

he acceptance period for the Offer begins with the publication of the Offer Document, following the approval by the German Federal Financial Supervisory Authority (Bafin).

The Offer Document will be submitted to Bafin for approval in due course, and no later than four weeks after the announcement of the Offer.

After approval by Bafin, the Offer Document and other information pertaining to the Offer will be published on this website.

The Offer Document is expected to be published in mid-August.

For how long can I tender my shares?

The acceptance period will last 5 weeks, starting from publication of the Offer Document.

You should inquire with your custodian bank for any relevant deadlines set by your custodian bank which may require actions prior to the last day of the acceptance period.

Will there be an extended acceptance period during which shares can still be tendered?

Yes, if all relevant offer conditions such as, inter alia, the minimum acceptance threshold are met at the end of the acceptance period, shareholders that have not accepted the Offer within the acceptance period may still accept the Offer within two weeks after publication of the results of the Offer.

Please note that this is only possible if the threshold of 75% plus one share has been reached at the end of the acceptance period.

What happens if I decide not to accept the Offer?

If you do not accept the Offer, you will remain a shareholder in All for One.

It is expected that the already limited liquidity of All for One shares, will decline further following completion of the Offer.

When will I receive my money if I have tendered my shares?

If all offer conditions have been satisfied by the time the additional acceptance period expires, the offer price will be paid, in accordance with the applicable regulations, at the latest, on the tenth banking day after the end of additional acceptance period.

If offer conditions, in particular, regulatory approvals, have not been satisfied by the time of the expiry of the additional acceptance period, payment of the offer price is expected to be made, at the latest, on the tenth banking day after the bidder announces the fulfilment of all offer conditions.

Will I have to pay fees to accept the takeover Offer?

In principle, the acceptance of the Offer shall be free of costs and expenses from the custodian banks for shareholders who hold their shares in a securities account in Germany (except for the costs for sending the acceptance declaration to the relevant custodian bank).

Any additional costs and expenses charged by custodian banks or foreign investment service companies and any costs incurred outside of Germany must, however, be borne by the relevant shareholder. Any foreign stock exchange charges, sales tax, or stamp duty resulting from acceptance of the Offer must also be paid by the shareholder.

The questions and answers (“Q&As”) above are provided on a voluntary, non-binding basis to assist shareholders of All for One Group SE. They are intended solely for general guidance and do not constitute individual legal, tax, or financial advice.

The only legally binding information regarding the public takeover offer is contained in the published offer document (including any supplements). In the event of any discrepancies, the information in the offer document shall prevail. All for One Group SE makes no warranty as to the timeliness, accuracy, or completeness of the Q&As.

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