German exchange operator Deutsche Börse Group said on Thursday that Allfunds shareholders approved its recommended acquisition, sending the €2.6 billion deal into the regulatory phase.
Over 99.9% of votes cast at fund distribution platform Allfunds Group plc’s Court Meeting and General Meeting backed the scheme of arrangement, clearing a required legal milestone under Part 26 of the UK Companies Act 2006. The threshold was 75% in value of those present and voting.
The deal now awaits regulatory approvals and is expected to complete in the first half of 2027.
Deal terms
Under the agreed terms, Allfunds shareholders will receive total consideration of €8.80 per share, comprising €6.00 in cash, 0.0122 Deutsche Börse shares (valued at €2.60 per share based on the volume-weighted average price as of November 26, 2025), and a permitted dividend of up to €0.20 per share for FY 2025.
The offer represents a 32.5% premium to Allfunds’ closing price of €6.64 on November 26, 2025.
Deutsche Börse received irrevocable undertakings from shareholders representing approximately 48.9% of Allfunds’ issued share capital ahead of the vote, including from LHC3 Limited (36.1%) and BNP Paribas (12.8%).
Integration with Clearstream
Deutsche Börse plans to combine Allfunds with its post-trade arm Clearstream’s fund services division, expanding its footprint in fund distribution, alternatives, and ETFs. The group has identified approximately €60 million in annual run-rate pre-tax cost synergies.
“We believe that the combination of Allfunds Group’s technical expertise and entrepreneurial drive with Deutsche Börse Group’s capabilities within Clearstream Fund Services will create a leading business in the sector,” Deutsche Börse CEO Stephan Leithner said.
Allfunds reported record assets under administration of €1.76 trillion for FY 2025, up 17% year-over-year, with adjusted EBITDA of €417.3 million at a 65.2% margin.
Upon completion, Allfunds shareholders will receive approximately 7.3 million Deutsche Börse shares, accounting for roughly 3.85% of the group’s current issued share capital. Regulatory review is expected to run through the remainder of 2026.
