The Covid-19 pandemic has prompted Canadian convenience-store giant Alimentation Couche-Tard Inc. to walk away from its A$8.8 billion ($5.6 billion) proposal for fuel retailer Caltex Australia Ltd.
Couche-Tard decided against a revised offer after completing its due diligence, ending its six-month pursuit of the Australian company. A deal for Caltex Australia would have marked the largest acquisition in the country this year as well as the third-biggest in the past 12 months, according to data compiled by Bloomberg.
“The current situation in the world is highly uncertain,” Couche-Tard said in a statement. “The Covid-19 crisis is first and foremost a human tragedy that has impacted millions of people and has also been meaningfully disruptive to economies and businesses around the world, including the Australian fuel and convenience retail industries.”
The Canadian company said it continues to see Caltex Australia as a “strong strategic fit” and plans to re-engage “once there is sufficient clarity as to the global outlook.” Matthew Halliday, Caltex Australia’s interim chief executive officer, said in an interview that the company has a “reasonably strong” balance sheet and continues to explore an initial public offering or trade sale for its property assets.
Shares of Caltex Australia plummeted as much as 9.1% in Sydney on Monday. The stock dropped 7% as of 2:25 p.m. local time, while the country’s benchmark index S&P/ASX 200 fell 1.3%.
Couche-Tard’s dropout could shift the focus to bids by other parties including the closely-held EG Group. The U.K.-based company in February offered to pay A$3.9 billion in cash for Caltex’s retail outlets along with shares in a new listed company made up of the remaining fuel refining operations. However, Caltex’s board rejected EG’s bid a month later.
Caltex Australia, which has a network of about 2,000 retail fuel sites, hasn’t received any updates since then, Halliday said in the interview on Monday.
“It’s fair to say everyone is focused on managing their way through the current situation,” the interim CEO said. “EG remains a very significant customer of ours, so we talk to EG all the time but no meaningful update from a transactional point of view.”
Couche-Tard, owner of convenience stores operating under brands including Circle K, first offered to acquire Caltex Australia in October and sweetened its offer a month later to A$34.50 cash per share. Caltex Australia rejected the A$8.6 billion offer but gave the Canadian firm “selected non-public information” for a revised proposal. In February, Couche-Tard boosted its offer for a second time to A$8.8 billion, which is equivalent to A$35.25 apiece in cash.
A plunge in oil prices and coronavirus-induced curbs on travel added uncertainty to the business outlook for both Couche-Tard and Caltex Australia. Due diligence for the deal was completed last week, though Halliday said the Canadian convenience-store giant didn’t table a final price.
On Monday, Caltex reported an A$29 million net loss for the first quarter, following an earlier announcement that it would extend the maintenance shutdown of its Lytton refinery in Queensland as well as disclosing that its convenience shop sale levels were flat compared to 2019. The company has said it expects jet fuel demand in Australia to drop by as much as 90% as the country’s airlines slash their schedules.
Couche-Tard indicated that any deal could be concluded quickly if revived.
“We remain convinced of the long-term financial and strategic merits of an acquisition of Caltex and all the benefits it would offer to the shareholders of both companies,” Couche-Tard Chief Executive Officer Brian Hannasch said in the statement. “Our current plan would be to re-engage the process once there is sufficient clarity as to the global outlook, and the work done to date should mean that we will be able to quickly formalize our proposal at that time.”