FTC Issues Consent Order for 7-Eleven's Acquisition of Speedway

IRVING, Texas — Six weeks after 7-Eleven Inc. took ownership of the Speedway convenience store chain, the retailer and the Federal Trade Commission (FTC) came to a final agreement over the transaction.

Under the FTC consent order, 7-Eleven and Findlay, Ohio-based Marathon Petroleum Corp. (MPC) will divest c-stores in 293 markets across 20 states. The divesture are driven by competitive concerns related to MPC's $21-billion sale of Enon, Ohio-based Speedway LLC to 7-Eleven.

According to the FTC complaint, the acquisition will harm competition for retail fuel sales in 293 local markets across Arizona; California; Florida; Illinois; Indiana; Kentucky; Massachusetts; Michigan; North Carolina; New Hampshire; Nevada; New York; Ohio; Pennsylvania; Rhode Island; South Carolina; Tennessee; Utah; Virginia; and West Virginia.

In 140 of those markets, competition for retail sale of gas will be harmed; in 29 markets, competition for retail sale of diesel will be harmed; and in 124 markets, competition for retail sale of both types of products will be harmed.

The complaint alleges that without a remedy, the acquisition reduces the number of independent competitors to three or fewer in each of the 293 markets.

To satisfy the concerns, 7-Eleven and MPC are required to divest:

• 124 locations — 123 Speedway outlets and one 7-Eleven outlet — to Upland, Calif.-based Anabi Oil;
• 106 locations — 105 Speedway outlets and one 7-Eleven outlet — to Allentown, Pa.-based CrossAmerica Partners LP; and
• 63 Speedway locations to Meridian, Idaho-based Jacksons Food Stores.

These three transactions are already in the works. 7-Eleven announced details of the deals following the close of its Speedway acquisition in mid-May, as Convenience Store News previously reported.

The FTC order also prohibits 7-Eleven from enforcing any noncompete provisions as to any franchisees or employees working at or doing business with the divested assets.

In addition, 7-Eleven and MPC must obtain FTC approval before buying any of the divested outlets for a period of five years. For 10 years, the companies must provide prior notice of future acquisitions of the divested assets and other assets identified by the FTC within the 293 local markets at issue, plus an additional three markets, according to the commission.

The companies will also choose an asset maintenance manager. The Claro Group will act as an independent third-party monitor to ensure their compliance with the order and to oversee the asset maintenance manager, the FTC added.

Irving-based 7-Eleven operates, franchises and/or licenses more than 77,000 stores in 16 countries and regions, including 16,000 in North America.