Alimentation Couche-Tard (ATD) M&A announcement summary

Deal rationale and strategic fit

• Acquisition of Żabka Group creates a next-generation convenience retail platform, expanding scale and capabilities across Europe and supporting long-term growth and innovation strategies.

• Combines two complementary leaders with shared customer focus, entrepreneurial culture, and strong operating models.

• Żabka brings advanced digital, supply chain, and franchise capabilities, complementing existing strengths and enabling innovation.

• Expands presence in Central and Eastern Europe, leveraging Żabka’s leading position in Poland and growing footprint in Romania.

• Preserves Żabka’s management, brand, and franchise model, ensuring continuity and local expertise.

Financial terms and conditions

• All-cash, fully debt-financed acquisition of up to 100% of Żabka at PLN 32.00 (US $8.48) per share, valuing Żabka at PLN 32.62 billion (US $8.6 billion) and ~$11.0B enterprise value.

• Pro forma combined revenues near $84 billion and adjusted EBITDA of $7.8 billion, excluding synergies.

• Transaction implies a ~7.5x EV/2026E Adj. EBITDA multiple, inclusive of synergies.

• Leverage expected to rise to ~3x net debt/EBITDA at closing, targeted to return to 2–2.5x within two years post-closing.

• Initial EPS dilution expected in year one due to financing and transaction costs, with accretion from year two and double-digit ROIC by year three.

Synergies and expected cost savings

• Over $250 million in run-rate synergies identified across procurement, logistics, private label, loyalty, food program, digital, and technology, targeted to be fully realized by the third year post-closing.

• Synergies expected to be balanced between revenue and cost, with significant opportunities in supply chain, digital, and process efficiencies.

• Additional upside from digital, data, and technology integration.