Couche-Tard moves to buy Żabka in record deal

Alimentation Couche-Tard has initiated a voluntary tender offer to acquire all issued and outstanding shares of Żabka Group at a price of PLN 32.00 per share. The offer is being made through Circle K Polska, a wholly owned subsidiary, and values Żabka at about 32.6 billion zloty, reported as roughly US$8.7 billion. The proposed transaction is described as the largest acquisition in Couche-Tard’s history, marking a major step in its expansion strategy in Europe.

Żabka operates a sizable convenience retail platform, with more than 13,000 stores across Poland and Romania. Adding this network would significantly increase Couche-Tard’s presence in Central and Eastern Europe, complementing its existing Circle K operations. The deal follows previous expansion efforts in the region and reflects a renewed focus on building scale in European convenience formats.

The offer has secured significant early backing from existing Żabka stakeholders. Executive managers and shareholders holding, in aggregate, approximately 57% of the company’s issued and outstanding shares have unanimously supported the transaction. This group includes private equity investors CVC Capital Partners and Partners Group, which have entered into agreements to tender their shares into the offer.

These commitments provide a strong base for the tender process, though the offer still targets all remaining issued and outstanding shares. The structure as a voluntary tender offer allows other shareholders to decide individually whether to participate at the stated price of PLN 32.00 per share, subject to the usual conditions for completion.

Completion of the acquisition remains subject to regulatory approvals. Authorities will need to review the transaction before it can close, given its scale and impact on the regional convenience retail market. The transaction has been reported as expected to close no later than December 2026, providing a defined timeframe for the approvals and tender process.

If the deal is completed within this period, Couche-Tard would gain control of Żabka’s extensive store network and digital retail platform in Poland and Romania. This would represent a substantial increase in its European footprint and consolidate its position as a major global operator of convenience stores through the Circle K brand.