Alimentation Couche-tard Inc. · TSX:ATD
Alimentation Couche-tard — Merger or Acquisition (April 2012)
16 slides from Alimentation Couche-tard's merger presentation, Apr 18, 2012
Slide 1: Acquisition of Statoil Fuel & Retail ASA
Alimentation Couche-Tard Inc. Acquisition of Statoil Fuel & Retail ASA Alimentation Couche-Tard Inc. to Make Recommended Offer To Acquire Statoil Fuel & Retail ASA for $2.8 Billion April 18th, 2012 0
Slide 2: Forward-Looking Information and Cautionary Language
Forward-Looking Information and Cautionary Language This presentation and the accompanying oral presentation contain forward-looking statements within the meaning of applicable securities legislation. Forward-looking statements are typically identified by words such as “projected”, “estimate”, “may”
Slide 3: Transaction Overview
Transaction Overview • Couche-Tard to acquire Statoil Fuel and Retail ASA (SFR/Oslo Børs) (“SFR”) • #1 Scandinavian Convenience and Fuel Retailer • Total acquisition price of $2.8 billion • NOK 53 per SFR share outstanding • Premium of 52.5% to SFR share closing price on April 17, 2012 • 7.0x Adj. E
Slide 4: Highlights
Highlights • SFR represents a highly compelling acquisition for Couche-Tard: • Provides Couche-Tard with expanded geographic footprint, diversification and a European platform for future profitable growth • Leading convenience and fuel retailer in profitable and resilient Scandinavian countries • Po
Slide 5: Statoil Fuel & Retail
Statoil Fuel & Retail • Long history of >100 years in Scandinavia and >20 years in CEE • Broad network comprised of ~2,300 stations • ~68% are company-operated • 2011 Sales and 2011 reported Adjusted EBITDA of $12.8 billion and $526 million, respectively • More than 8 billion fuel litres sold annual
Slide 6: Market Leadership
Market Leadership Market Share(2) Market Store Position Count(1) Fuel C-stores Oslo Norway #1 544 36% 33% Sweden #1 801 31% 39% Denmark #1 394 28% 32% Latvia #1 76 27% 33% Estonia #1 52 19% 39% Lithuania #2 73 17% 21% Poland #5 346 5% 13% * Scandinavia-based operations highlighted in bold generated
Slide 7: SFR Segmented Overview
SFR Segmented Overview 2011 Gross Profits by Product 2011 Reported Adj. EBITDA by Geography(2) Other(1) Central & 21% Eastern Europe Road 9% Transportation Fuel Special 51% Products(3) 3% Convenience Scandinavia 28% 88% $1.7 billion $526 million Nearly 90% of EBITDA from profitable and resilient Sca
Slide 8: SFR Operates in Attractive and Resilient Markets
SFR Operates in Attractive and Resilient Markets 2011 GDP per Capita (US$ ‘000) Credit Rating(1) Aaa/AAA • Scandinavian countries have Aaa/AAA demonstrated Aaa/AAA stability in recent Aaa/AA+ years Aaa/AAA 2011 GDP Growth 2011 GDP (US$Bn) 15 • Central & Eastern 29 Europe growth profile presents 16 g
Slide 9: History of Strong Financial Performance
History of Strong Financial Performance • Steady growth and strong operational performance • Contribution from both fuel and convenience stores • EBITDA CAGR of 32% since 2008 • Sustainable EBITDA increase from 2009 to 2010 mainly from acquisitions, recovery of fuel margins in Sweden and better pric
Slide 10: Integration Strategy
Integration Strategy • Apply Couche-Tard’s decentralized business model • SFR to be run as a stand-alone business unit • Retain existing management and talent • Stable and reliable supply via current supplier agreements • Change of control clauses waived for all significant agreements • No significa
Slide 11: Couche-Tard is a Seasoned Acquiror
Couche-Tard is a Seasoned Acquiror • Multiple large, medium and single-store acquisitions in recent years • Stores acquired in FY 2012 have been integrated into Couche-Tard’s network • Focus on integration with SFR during the next 12 to 18 months Fiscal Year 2004 2005 2006 2007 2008 2009 2010 2011 2
Slide 12: Transaction Details
Transaction Details • Acquisition price of $2.8 billion • Adj. EV/ 2011 EBITDAR of 7.0x(1) • All-cash transaction • Fully-committed financing • New 3-year $3.2 billion acquisition credit facility • Additional drawings on existing $1.5 billion credit facilities • Statoil ASA has agreed to tender its
Slide 13: Financial Snapshot
Financial Snapshot • Couche-Tard to become a leading global convenience store operator with pro forma EBITDA of $1.3 billion LTM (1) EBITDA ($ billions) Pro Forma contribution Revenue $21.7 $12.8 $34.5 Contribution 63% 37% 100% 60% Gross Profit $2.9 $1.7 $4.6 Gross Margin 13.2% 13.6% 13.3% EBITDA $0
Slide 14: Pro Forma Leverage
Pro Forma Leverage • Couche-Tard committed to maintaining a strong balance sheet and sustaining its ongoing growth • Combined company to benefit from robust free cash flow generation • Management anticipates reaching an Adj. Net Debt(1)/EBITDAR ratio of approximately 3.0x within 18 months after clos
Slide 15: Circle K Case Study
Circle K Case Study • Couche-Tard acquired Circle K from Pro ConocoPhillips for $804 million in 2003 Forma • Transformational acquisition Stores (#) 2 393 2 279 4 672 Contribution 51% 49% 100% • Nearly doubled the number of Couche-Tard stores Revenue (bn) $2.3 $4.1 $6.4 • Increased EBITDA by 140% Co
Slide 16: Highlights
Highlights • SFR represents a highly compelling acquisition for Couche-Tard: • Provides Couche-Tard with expanded geographic footprint, diversification and a European platform for future profitable growth • Leading convenience and fuel retailer in profitable and resilient Scandinavian countries • Po
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