Mergers & Acquisitions

Alimentation Couche-Tard gets U.S. FTC approval to acquire CST Brands

Alimentation Couche-Tard gets U.S. FTC approval to acquire CST Brands
Photo courtesy of CST Brands.

Alimentation Couche-Tard Inc. has obtained clearance from the U.S. Federal Trade Commission (FTC) for the acquisition of CST Brands, Inc. Closing is expected to occur on June 28, 2017.

Once this transaction is completed, Couche-Tard would control the general partner of CrossAmerica Partners LP (CAPL), a publicly traded master limited partnership, and would own 100% of CAPL’s Incentive Distribution Rights and approximately 21% of CAPL’s outstanding common units.

CAPL distributes branded and unbranded road transportation fuel to approximately 1,200 locations in the United States.

During the last months, Couche-Tard has worked closely with the FTC and the Canadian Competition Bureau with the aim of obtaining clearance for the deal. To that end, Couche-Tard has agreed to divest certain sites in the United States and continues to work with the Competition Bureau to obtain clearance for the transaction in Canada, which is expected to be cleared and announced later this week.

Following the review by the FTC of the acquisition of CST and in compliance with regulatory requirements, Couche-Tard has agreed to sell 70 sites to Empire Petroleum Partners, LLC in the United States. Couche-Tard expects the divestiture transaction to close at the end of August or in early September 2017.

Until completion of the divestitures in accordance with the U.S. consent decree, the sites would be operated in the ordinary course of business by Couche-Tard. As a result, Couche-Tard would be adding 1,178 sites to its U.S. network in several states: Arkansas, Arizona, Colorado, Florida, Georgia, Louisiana, New Mexico, New York, Oklahoma and Texas.

As per the terms of the merger agreement, CST stockholders will receive USD48.53 in cash per share, without interest, representing a total enterprise value of approximately USD4.4 billion, including the assumption of net debt.

Couche-Tard is the leader in the Canadian convenience store industry. In the United States, it is the largest independent convenience store operator in terms of the number of company-operated stores. In Europe, Couche-Tard is a leader in convenience store and road transportation fuel retail in the Scandinavian countries (Norway, Sweden and Denmark), in the Baltic States (Estonia, Latvia and Lithuania) and in Ireland and with also an important presence in Poland.

As of January 29, 2017, Couche-Tard’s network comprised of 8,081 convenience stores throughout North America, including 6,710 stores with road transportation fuel dispensing. Its North American network consists of 15 business units, including 11 in the United States covering 41 states and four in Canada covering all 10 provinces. Approximately 80,000 people are employed throughout its network and at its service offices in North America.

In Europe, Couche-Tard operates a broad retail network across Scandinavia, Ireland, Poland, the Baltics states and Russia through 10 business units. As of January 29, 2017, Couche-Tard’s network comprised of 2,766 stores, the majority of which offer road transportation fuel and convenience products while the others are unmanned automated fuel sites, which only offer road transportation fuel.

Couche- Tard also offers other products, including stationary energy, marine fuel, aviation fuel, lubricants and chemicals. Including employees at its branded franchise stores. Approximately 25,000 people work in its retail network, terminals and service offices across Europe.

In addition, under licensing agreements, close to 1,700 stores are operated under the Circle K banner in 13 other countries and territories worldwide (China, Costa Rica, Egypt, Guam, Honduras, Hong Kong, Indonesia, Macau, Malaysia, Mexico, the Philippines, the United Arab Emirates and Vietnam), which brings the total network to more than 12,500 stores.

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