Couche-Tard & The Pantry Close Merger Deal

LAVAL, Quebec and CARY, N.C.­ — Today, the "K" in Circle K can stand for Kangaroo Express. Four months after announcing a merger agreement, Kangaroo Express parent The Pantry Inc. and Circle K parent Alimentation Couche-Tard Inc. closed the deal. 

The final piece fell into place Friday with the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act). Prior to that, The Pantry's shareholders had voted in favor of the deal at a special meeting on March 10. 

Canada-based Couche-Tard acquired Cary-based The Pantry in an all-cash transaction valued at $36.75 per share, with a total enterprise value of approximately $1.7 billion including debt assumed.

The deal was first revealed on Dec. 18. News of the agreement broke within days of reports that The Pantry had put itself on the market. The final transaction price represents a premium of 27 percent to The Pantry's closing share price on Dec. 16, the last trading day prior to the media reports, and a premium of 39 percent to the 30-day average share price ending on the same day.

Faegre Baker Daniels LLP acted as exclusive legal advisor to Couche-Tard. BofA Merrill Lynch acted as exclusive financial advisor to The Pantry. Willkie Farr & Gallagher LLP and Smith Anderson acted as legal advisors to The Pantry.

The Pantry is a leading c-store chain in the southeastern United States. As of Jan. 29, it operated 1,509 stores in 13 states under select banners, including Kangaroo Express, its primary operating banner.

Excluding the newly acquired stores, Laval-based Alimentation Couche-Tard's network is comprised of more than 6,000 convenience stores throughout North America, including approximately 4,851 stores with road transportation fuel dispensing.

In Europe, Couche-Tard operates approximately 2,239 stores. In addition, under licensing agreements, about 4,600 stores are operated under the Circle K banner in 12 other countries worldwide, bringing the overall number of sites in Couche-Tard's network to more than 13,100.