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Couche-Tard sold to a U.S. firm

Couche-Tard will retain its dealer sites in California.

November 20, 2019

Logo courtesy of Alimentation Couche-Tard Inc.

Alimentation Couche-Tard Inc. and CrossAmerica Partners LP announced that Couche‑Tard has sold all of its ownership interest in CrossAmerica to investment entities controlled by Joe Topper, the founder of CrossAmerica (formerly Lehigh Gas Partners) and a current member of the board of directors of its general partner, for an undisclosed amount.

The CrossAmerica interests sold consist of 100 per cent of the general partner interest, and all of the incentive distribution rights and approximately 7.5 million CrossAmerica limited partner units. Couche-Tard and CrossAmerica also announced the signing of an additional asset exchange transaction agreement that will close in the coming months.

CrossAmerica is a wholesale fuels distributor and convenience store lessor in the United States. As part of Couche-Tard’s acquisition of CST Brands, Inc. in July 2017, Couche-Tard acquired 100 per cent of the membership interests of CrossAmerica GP LLC, the general partner of CrossAmerica, 100 per cent of the incentive distribution rights in CrossAmerica, and approximately 6.9 million of CrossAmerica limited partner units. Following a strategic review, Couche-Tard decided to divest its entire ownership interest in CrossAmerica. This monetization transaction closed effective as of November 19.

In connection with the transaction, Couche-Tard and CrossAmerica also announced the execution of an agreement for an additional asset exchange transaction between the two organizations. This new exchange involves the following:

  • Couche-Tard will transfer U.S. wholesale fuel supply contracts covering 387 sites and 45 fee and leasehold properties to CrossAmerica; and
  • CrossAmerica will transfer its 17.5 per cent limited partner interest ownership in CST Fuel Supply LP to Couche-Tard.

Couche-Tard will retain its dealer sites in California and those operated through its RDK joint venture as well as other strategic fuel wholesale assets across different parts of the country.

The exchange transaction is expected to close in the calendar first quarter of 2020 and has been approved by the Conflicts Committee of the board of directors of CrossAmerica’s general partner.

Brian Hannasch, President and CEO of Couche-Tard stated in a press release: The sale of our interest in CrossAmerica benefits both parties and allows each to focus on growing their core businesses. As we complete the remaining exchange of assets with CrossAmerica, we will continue to look for opportunities for future exchanges which create value for our shareholders and CrossAmerica’s unit holders.”

Joe Topper, Chairman of the Board of Directors of CrossAmerica: “I am honoured to once again lead CrossAmerica and to work with this exceptional team. The announcement of this most recent exchange of assets with Couche-Tard shows the tremendous growth opportunities for CrossAmerica and our ability to continue to increase value for our unit holders.”