A 21-month listing, a 49% uplift and one very large Canadian cheque: Couche-Tard's $8.6 billion Żabka deal is the exit that CVC's record Warsaw float never quite was
Couche-Tard is paying $8.6 billion for Żabka, 49% above the price of Poland's biggest float in years, 21 months after it listed. CVC gets its exit; Warsaw gets its ticker back.
The Warsaw Stock Exchange has just found out what it was for.
On Friday, Alimentation Couche-Tard announced it will acquire Żabka Group, Poland's largest convenience retailer, through a voluntary tender offer at PLN 32.00 per share, valuing the equity at roughly PLN 32.6 billion, or $8.6 billion. It is the largest acquisition in Couche-Tard's history. Shareholders holding approximately 58% of the company, including CVC Capital Partners and Partners Group, have signed hard irrevocable agreements to tender, and Couche-Tard intends to delist the business if it clears 95% of the votes. If the deal closes by December as planned, Żabka's entire career as a public company will have lasted about two years.
That is the news. The history is better.
Żabka started in 1998 as a single store in Poznań and has been passed between private equity owners for most of this century. Penta sold it to Mid Europa Partners in 2011 at an enterprise value of €370 million. Mid Europa sold it to CVC in February 2017 at an enterprise value reported above €1 billion, booking a reported 3.3x return on what was celebrated at the time as the largest private equity exit in Polish history. CVC's announcement that day described a network of roughly 4,500 stores run by 3,000 franchisees, and promised to "create an international benchmark for modern convenience offering".
Nine years later, the business Couche-Tard is buying has more than 13,000 stores across Poland and Romania, 4.3 million transactions a day and 11.7 million users on its digital channels. Credit where due: this is one of the best consumer retail builds European private equity has produced this decade. CVC, joined by Partners Group in 2019, tripled the store count, kept the franchise model intact, expanded into Romania and built a loyalty and data platform that a strategic acquirer has now paid up for. The asset did what the 2017 press release said it would, which is rarer than it should be.
Which brings us to October 2024, when the sponsors floated Żabka in Warsaw at PLN 21.50 per share, top of the range, valuing the group at PLN 21.5 billion, about €5 billion, in Poland's biggest listing since Allegro in 2020. All 300 million shares on offer came from existing shareholders; the company itself raised nothing. The stock popped 7% on debut and the float was hailed as a milestone for the Polish capital market.
