InPost announced it has reached a conditional agreement on a recommended all-cash public offer that would take the European out-of-home delivery and parcel locker operator private at €15.60 per share (cum dividend), valuing the company’s issued and outstanding shares at about €7.8 billion.
Under the agreement, a consortium comprising Advent International, FedEx (through a wholly owned subsidiary), A&R Investments (an investment company founded by InPost CEO and founder Rafał Brzoska) and PPF Group, together with InPost, plans to launch an offer for all shares. Post-settlement, the consortium is expected to be structured with Advent holding 37%, FedEx holding 37%, A&R holding 16%, and PPF holding 10%.
InPost’s boards said they unanimously support the transaction and recommend that shareholders tender into the offer, following a review process led by a special transaction committee composed of non-conflicted members of the supervisory and management boards and advised by external financial and legal counsel.
The company said the offer is expected to close in the second half of 2026, with publication of an offer memorandum and commencement of the offer expected in Q2 2026, subject to customary pre-offer steps, including regulatory and takeover documentation approvals.
The offer price represents a significant premium to trading levels referenced by the parties prior to the approach. InPost said the terms imply a 50% premium to the undisturbed closing share price on January 2, 2026, and a 53% premium to the three-month volume-weighted average price prior to that date, among other premium comparisons over shorter and longer lookback periods.
The transaction has substantial early support. InPost said shareholders representing about 48% of outstanding shares have irrevocably committed to tender, subject to customary conditions and the offer being made. As part of the arrangement, PPF said it will tender its entire stake in support of the transaction and then reinvest a portion of the proceeds to hold 10% of the consortium. A&R is expected to roll over its existing shareholding in full, with InPost describing that as a long-term commitment to the company’s strategy.
Strategically, the consortium structured the deal to accelerate InPost’s growth as a pan-European e-commerce enablement platform built on parcel lockers and out-of-home pickup. InPost said it has expanded beyond Poland into Western Europe and quadrupled parcel volumes between 2020 and 2025, and it described a runway to expand its network across markets including France, Spain, Portugal, Italy, Benelux, and the UK. The company said it currently operates a network of 61,000 automated parcel lockers, alongside pick-up and drop-off locations and to-door courier options.
FedEx said it expects to enter into arm’s length commercial agreements with InPost following completion of the transaction, subject to applicable antitrust laws. The parties emphasized that FedEx and InPost do not plan to integrate operations and will remain independent competitors in their respective markets and segments. The envisioned commercial collaboration is intended to connect FedEx’s global network reach with InPost’s out-of-home locker network and last-mile business-to-consumer capabilities, while also helping FedEx expand out-of-home delivery across key European markets.
Deal certainty is underpinned by a mix of equity commitments and committed debt financing. The offeror said equity funding totaling €5,918 million will be provided by Advent, FedEx, A&R and PPF through binding commitments, and that it has secured up to €4,950 million of committed debt financing from a banking consortium on a certain-funds basis, with the debt package including term facilities, bridge facilities, and a multi-currency revolving credit facility. The parties said a portion of InPost’s existing financing may be refinanced as a result of the transaction.
KEY QUOTES
“Together with our advisers, we have thoroughly assessed the interest expressed by the Consortium in InPost in a Special Committee and conducted a careful, structured process, reviewing alternatives and weighing a broad range of financial and non-financial considerations. We are confident that the Offer represents a compelling opportunity for shareholders to realize immediate and certain value at an attractive premium. We believe that the Transaction provides a solid foundation for the future of InPost, with the Consortium that has a long-term perspective on value creation and fully endorses the strategy. We are convinced that the Offer serves the best interests of the Company and all its stakeholders, and therefore the Supervisory Board members unanimously support the Offer.”
Hein Pretorius, Chair Of The Supervisory Board Of InPost And The Special Committee
“Building on our success in Poland, this Transaction will support our next phase of growth as we continue to grow across Europe. By partnering with the long-term financial and strategic investors of the Consortium who know our business and the industry well, we benefit from the expertise, stability and resources needed to capitalize on the strong tailwinds including increasing e-commerce penetration, rising consumer demand for speed and convenience and the shift towards more sustainable delivery solutions. Together, we will strengthen our network and reach more consumers with enhanced fast and flexible delivery options as we continue our objective of redefining the European e-commerce sector. I remain fully committed to leading InPost in the years ahead. Our headquarters, our brand, business management and the core of our innovation capabilities will remain in Poland, which continues to be the blueprint for our successful strategy. With the support of our partners, I believe we can unlock InPost’s full potential and further grow our position as an e-commerce enabler in Western Europe.”
Rafał Brzoska, Chief Executive Officer And Founder, InPost
“InPost is transforming the European e-commerce landscape and we are excited to form this strategic partnership with FedEx, a global sector leader, to help accelerate InPost’s growth. Building on Advent’s strong track record in the logistics, technology and consumer sectors, we will support InPost’s proven strategy including the expansion of its locker network, deepening its partnerships with customers and enhancing its offering for consumers. We look forward to working with Rafał, the management team and the Consortium to provide the strategic support and long-term view needed to unlock InPost’s growth potential and enhance its position as a leading pan-European e-commerce enabler.”
Ranjan Sen, Managing Partner, Advent
“FedEx has a global network that powers the industrial economy, and InPost has a strong and successful presence in Europe’s out-of-home delivery segment. We will be entering into agreements with InPost following completion of the Transaction that will provide our customers access to InPost’s last-mile B2C capabilities while bringing FedEx’s global network and logistics expertise to support InPost’s next phase of growth. Our investment in InPost reflects our disciplined approach to capital allocation and long-term value creation. Together with InPost’s leadership and our fellow consortium members, we see a clear path to unlocking growth, improving the efficiency of our B2C last mile operations, enhancing returns, and better serving customers across Europe.”
Raj Subramaniam, Chief Executive Officer, FedEx
“Since our initial investment in InPost almost three years ago, we have committed to helping the company realize its vision for InPost’s European expansion. We believe the offer is attractive and are therefore selling the majority of our interest in support of the transaction. We are pleased to continue our support as a minority investor as InPost begins a new chapter in pursuit of sustainable growth.”
Didier Stoessel, Co-Chief Executive Officer, PPF
