A consortium led by FedEx and private equity firm Advent International has agreed to acquire Polish parcel locker giant InPost for €7.8 billion ($9.2 billion) in an all-cash deal. At €15.60 per share, the offer carries a 50% premium to the undisturbed share price — but sits below InPost’s 2021 IPO price of €16, raising questions about whether a company that quadrupled its parcel volumes in five years is being sold at a discount.
Deal Structure
The transaction, announced on February 9 and expected to close in the second half of 2026, will see InPost delisted from Euronext Amsterdam and restructured under a new holding company. Advent and FedEx will each hold 37% of the consortium, while A&R Investments — the vehicle of InPost founder and CEO Rafał Brzoska — will take 16%, and Czech investment group PPF will retain 10% after tendering its entire existing stake and reinvesting part of the proceeds.
Approximately 48% of outstanding shares have already been irrevocably committed to the offer. InPost’s boards, through a special committee advised by J.P. Morgan and Banco Santander, unanimously recommend that shareholders tender their shares. The company will continue operating as a standalone entity under the InPost brand, headquartered in Poland with Brzoska remaining as CEO.
A Company That Outgrew Its Valuation
The gap between InPost’s operational trajectory and its offer price is striking. When Advent took InPost public in Amsterdam in January 2021, the company was valued at €8 billion. Five years later, the buyout consortium is paying €7.8 billion for a fundamentally different business.
In 2025, InPost handled a record 1.4 billion parcels — up 25% year-on-year and roughly four times its 2020 volume. The company now operates 61,196 automated parcel machines across nine European countries, a 30% increase from the prior year, with total out-of-home delivery points reaching 94,500. Group revenue hit PLN 3.8 billion in Q3 2025 alone, up 49% year-on-year, driven by explosive growth in the UK where revenue quadrupled following the Yodel acquisition. Poland remains the profit engine, generating an adjusted EBITDA margin of 47% with 98% next-day delivery rates and roughly 70% market share in the automated parcel machine segment.
The question — posed directly to InPost’s supervisory board chair Hein Pretorius during the announcement — was why shareholders should accept a deal valuing the company below its IPO. His response, as reported by the Financial Times: each transaction stands on its own merits.
What FedEx Gets
For FedEx, this is about solving Europe’s last-mile problem. The American logistics giant has been pursuing its “DRIVE” cost-cutting initiative, targeting $4 billion in structural savings, alongside a “Network 2.0” strategy to integrate its delivery operations. InPost’s automated locker infrastructure offers something FedEx has struggled to build organically: a low-cost, high-density B2C delivery network across European cities where doorstep delivery is expensive and logistically complex.
FedEx CEO Raj Subramaniam framed it explicitly: the two companies will enter arm’s-length commercial agreements after closing, giving FedEx customers access to InPost’s last-mile capabilities while bringing FedEx’s global network to support InPost’s expansion. Critically, FedEx and InPost will remain independent competitors — this is not a traditional acquisition but a strategic investment with operational synergies built through partnership rather than integration.
Brzoska’s Calculated Bet
Rafał Brzoska is not cashing out. By rolling over his entire A&R shareholding into the new consortium at 16%, he is signaling that InPost’s growth story is far from over. The company’s 2025 acquisitions — Yodel in the UK (finalized April 2025) and Sending in Spain — transformed its geographic profile. For the first time in Q2 2025, over half of InPost’s revenue came from outside Poland. UK volumes reached 262.1 million parcels in 2025, nearly tripling year-on-year, making Britain InPost’s second-largest market and the third-largest agnostic logistics provider in the country.
The consortium plans to accelerate expansion in France, Spain, Portugal, Italy, Benelux, and the UK — the largest e-commerce market in Europe. With 56% of Polish consumers now preferring out-of-home delivery over doorstep service and the trend spreading westward, InPost’s bet is that automated lockers will become the default delivery infrastructure across Europe, much as they already have in Poland.
What Could Go Wrong
The deal requires regulatory clearances across multiple jurisdictions, and European antitrust authorities will scrutinize FedEx’s dual role as competitor and strategic investor. The “independent competitors” framing will be tested — particularly in markets like the UK where both companies operate delivery services. There is also execution risk: InPost’s Yodel integration temporarily compressed margins in the UK, with adjusted net profit margins falling from 12.8% to 3.8% during the integration period.
Amazon, which has been aggressively building its own locker network across Europe, remains the existential competitive threat. InPost’s moat is scale and density — 61,000 lockers with three-quarters of top-city populations in key markets living within a seven-minute walk of an InPost point — but Amazon’s capital resources are effectively unlimited.
The Bigger Picture
This is the largest Polish-originated corporate transaction in history and one of the biggest European logistics deals of the decade. It reflects a broader trend: as e-commerce penetration deepens across Europe, the infrastructure that delivers parcels is becoming as strategically valuable as the platforms that sell the goods. For Poland, InPost’s commitment to maintaining its headquarters, brand, and innovation center in the country preserves a rare European tech success story. For FedEx, it is an admission that building last-mile B2C infrastructure in Europe from scratch was never going to work — and that buying it, even at €7.8 billion, is cheaper than the alternative.
