Company News

Couche-Tard May Boost Bid

Scolds Casey's for considering 7-Eleven offer, but hints at hike; suggests meeting delay
ANKENY, Iowa -- Casey's General Stores Inc. on Friday officially confirmed that it has entered discussions with 7-Eleven Inc. regarding a potential transaction. As reported in a Morgan Keegan/CSP Daily News Flash, the company said that "on September 2, 2010, it received an unsolicited preliminary proposal from 7-Eleven regarding a consensual transaction at $40 per share in cash," trumping Alimentation Couche-Tard Inc.'s latest offer of $38.50 per share.

And Couche-Tard, which has publicly been trying to acquire the Midwestern convenience store chain since early [image-nocss] April, responded late Friday with a letter to Casey's board of directors, scolding it for "continually creat[ing] obstacles that are designed not only to impede our offer, but to impede a sale of Casey's to any party."

Couche-Tard president and CEO Alain Bouchard said in the letter that discussion by Casey's with a third-party "appears to be an attempt to distract your shareholders, in the midst of a proxy contest, from considering our fully financed offer."

But Bouchard also suggested that the company might raise its bid: "If we are granted access to a fair process and have the opportunity to conduct a confirmatory due diligence review of Casey's, we would be willing to consider further increasing our offer."

The company also suggested that Casey's delay its September 23 meeting "for two to three weeks so that you can complete a full and fair sale process and report the results of such process to your shareholders prior to the annual meeting. In this manner, your shareholders, the true owners of Casey's, will have the opportunity to decide the future of Casey's for themselves with the benefit of complete information."

Click herefor the complete letter.

As disclosed in Casey's Schedule 14D-9 filed with the U.S. Securities & Exchange Commission (SEC) on September 7, 2010, "the September 2, 2010, proposal was the first contact made by 7-Eleven to Casey's regarding a potential transaction. While the board reviewed the proposal and firmly believes that Casey's value substantially exceeds $40 per share, it has authorized discussions with 7-Eleven 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," said Casey's.

The company noted that there can be no assurances that a transaction will be reached and that it is under no legal obligation to provide an update on the discussions.

Click herefor the complete release. Andclick here to visit the "Support Casey's" informational website.For industry analysts' take on the Casey's, Couche-Tard and 7-Eleven acquisition battle, see the story in this issue of CSP Daily News. (Andclick here for previous coverage of Casey's and Couche-Tard.)

In a separate SEC filing on Friday, Casey's reported August 2010 same-store sales results for stores open for one full year. Same-store sales for prepared food and fountain increased 3.7%, and grocery and other merchandise increased 4.4% in August 2010 compared to August 2009.Same-store gasoline gallons sold increased 3.6% in August 2010 compared to August 2009. The gasoline margin was above the company's fiscal 2011 goal of 13.5 cents per gallon. The average retail price of gasoline sold during August 2010 was $2.59 per gallon.

"Casey's continues to perform well, having posted nearly seven straight years of positive inside same-store sales growth. Our solid August results include strong gasoline sales and the continuing momentum in gasoline margins that are ahead of our fiscal 2011 goals. We expect the positive gas margin trends to continue and see potential for them to contribute significantly to our results," Robert J. Myers, Casey's president and CEO, said.Casey's has 1,531 stores as of June 30, 2010. The Ankeny, Iowa-based company and its wholly owned subsidiaries operate c-stores under the name Casey's General Store, HandiMart and Just Diesel in nine Midwestern states, primarily Iowa, Missouri and Illinois. The stores carry a broad selection of food (including freshly prepared foods such as pizza, donuts and sandwiches), beverages, tobacco products, health and beauty aids, automotive products and other nonfood items. In addition, all of its stores offer gasoline.

Laval, Quebec-based Couche-Tard operates a network of 5,878 c-stores, 4,141 of which include motor fuels dispensinglocated in 11 large geographic markets, including eight in the United States (operating primarily under the Circle K name) covering 43 states and the District of Columbia, and three in Canada (operating primarily under the Mac's and Couche-Tard names) covering all 10 provinces.7-Eleven is a private company, a unit of Seven-Eleven Japan Co., which in turn is owned by Seven & I Holdings Co.,Tokyo.Seven & Iacquired a controlling share in the company in 1991 and acquired the remaining 27.3% stake in 2005 for $1.18 billion. The North America division of the business is headquartered in Dallas. The company operates, franchises or licenses approximately 8,200 stores in North America. Globally, 7-Eleven operates, franchises or licenses more than 38,000 stores in 16 countries. During 2009, 7-Eleven stores worldwide generated total sales of more than $58.9 billion.

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