WSJ: 7-Eleven Makes Bid for Casey's

ANKENY, Iowa -- Convenience store chain 7-Eleven Inc. has offered $40 a share, or $2.03 billion, to acquire Casey's General Stores Inc., according to a report by The Wall Street Journal, citing people familiar with the matter.

7-Eleven's offer tops the $38.50 per share offered by Canadian c-store firm Alimentation Couche-Tard Inc., which has been trying to acquire Casey's in a hostile takeover attempt since earlier this year, the report noted.

Casey's and 7-Eleven declined to comment.

Casey's on Tuesday said it had received an unsolicited, nonbinding offer at $40 per share from an unnamed party and it was entering into talks. Although Casey's deemed the $40-per-share bid too low, it would begin negotiations, and talks are in the early stages, people familiar with the matter told the paper.

Meanwhile, Laval, Quebec-based Alimentation Couche-Tard Inc., based here, reached an agreement with the Federal Trade Commission (FTC) regarding its hostile takeover attempt of Casey's General Stores Inc., in which the Canadian retailer would be permitted to acquire the Midwestern c-store chain if it divests certain assets following the closing of the deal.

The assets involved include convenience stores and other stations at 25 locations, and would be divested within a specified period following the closing of the acquisition, Couche-Tard stated.

"The agreement with the FTC staff is another step towards making the combination of Couche-Tard and Casey's a reality," Alain Bouchard, president and CEO of Couche-Tard, said in a statement. "We believe our revised offer of $38.50 per share in cash allows the Casey's shareholders to realize full and immediate value for their shares. The next step is for the Casey's shareholders to elect our independent nominees to the Casey's board. We believe our nominees will better represent the interests of the Casey's shareholders."

The agreement will be subject to a formal Consent Decree and approval by the Commissioners of the FTC.

This agreement comes one day after Couche-Tard's $38.50 per-share tender offer was recommended for rejection by the Casey's board. Couche-Tard's offer is also being challenged by another offer for $40 per share by an unnamed third party, which Casey's General also revealed earlier this week. The new preliminary proposal covers a consensual transaction, and while the board of Casey's believes the company's value is higher than the new offer, it authorized discussions with the third party to explore whether a transaction can be reached that reflects the value of Casey's.

In a letter to Casey's shareholders released yesterday, company President and CEO Robert Myers wrote: "The board reviewed the proposal and unanimously determined that it substantially undervalues Casey's. While the board firmly believes that Casey's value substantially exceeds $40 per share, it has authorized discussions with the third party to explore whether a transaction can be reached that reflects the true value of Casey's and is in the best interests of Casey's, its shareholders and other constituencies."

Myers noted there can be no assurances that a transaction will be reached, and the company is under no obligation to provide an update on the discussions with the third party.

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