LAVAL,
QC, Feb. 7, 2024 /PRNewswire/ - Alimentation
Couche-Tard Inc. ("Couche-Tard" or the "Corporation") (TSX: ATD)
announced today that it has priced a private debt offering of US
dollar denominated senior unsecured notes with an aggregate
principal amount of US$1.5B,
consisting of two tranches of notes (the "US$ Notes"), and that it
has priced a private debt offering of Euro denominated senior
unsecured notes with an aggregate principal amount of €1.35B,
consisting of two tranches of notes (together with the US$ Notes,
the "Notes"):
- US$900 million aggregate
principal amount of 5.267% Senior Unsecured Notes due 2034
- US$600 million aggregate
principal amount of 5.617% Senior Unsecured Notes due 2054
- €700 million aggregate principal amount of 3.647% Senior
Unsecured Notes due 2031
- €650 million aggregate principal amount of 4.011% Senior
Unsecured Notes due 2036
The offering of the Notes is expected to close on or about
February 12, 2024, subject to the
satisfaction of customary closing conditions. Couche-Tard intends
to use the net proceeds from the sale of the Notes to repay
outstanding indebtedness, including amounts under credit facilities
used to fund a portion of the purchase price of the acquisition of
certain European retail assets from TotalEnergies and to pay
certain fees and expenses in connection therewith.
The Notes will be direct unsecured obligations of Couche-Tard
and will rank pari passu with all other current and future
senior unsecured and unsubordinated indebtedness of Couche-Tard and
will be guaranteed on a senior unsecured basis by certain of
Couche-Tard's wholly-owned subsidiaries who are guarantors under
Couche-Tard's senior credit facilities.
The Notes will be offered in the
United States only to persons reasonably believed to be
qualified institutional buyers in accordance with the exemption
from registration set forth in Rule 144A under the U.S. Securities
Act of 1933, as amended (the "Securities Act") and outside
the United States to non-U.S.
persons in accordance with the exemption from registration set
forth in Regulation S under the Securities Act. The Notes have not
been and will not be registered under the Securities Act, or the
securities laws of any state or other jurisdiction, and may not be
offered or sold in the United
States without registration or an applicable exemption from
the registration requirements of the Securities Act and applicable
state securities laws and foreign securities laws. The Notes have
not been and will not be qualified for sale to the public under
applicable securities laws in Canada and, accordingly, any offer and sale of
the Notes in Canada will be made
on a basis which is exempt from the prospectus requirements of such
securities laws.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, any securities, nor shall there be
any sales of the Notes in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
About Alimentation Couche-Tard Inc.
Couche-Tard is a global leader in convenience and mobility,
operating in 29 countries and territories, with more than 16,700
stores, of which almost 13,100 offer road transportation fuel. With
its well-known Couche-Tard and Circle K banners, it is one of the
largest independent convenience store operators in the United States and it is a leader in the
convenience store industry and road transportation fuel retail in
Canada, Scandinavia, the Baltics,
as well as in Ireland. It also has
an important presence in Poland
and Hong Kong Special Administrative Region of People's Republic of China and has recently
expanded to Belgium, Germany, Luxembourg and the
Netherlands. More than 150,000 people are employed
throughout its network.
Forward-Looking Statements
Certain statements in this press release may constitute forward
looking statements within the meaning of securities legislation,
including those with respect to the closing of the potential
transaction and the use of proceeds therefrom. Positive or negative
verbs such as "believe", "can", "shall", "intend", "expect",
"estimate", "assume" and other related expressions are used to
identify such statements. Such statements are based upon the
current beliefs and expectations of Couche-Tard and are subject to
significant risks and uncertainties outside of Couche-Tard's
control. Couche-Tard would like to point out that, by their very
nature, forward-looking statements involve risks and uncertainties
such that its results, or the measures it adopts, could differ
materially from those indicated in or underlying these statements,
or could have an impact on the degree of realization of a
particular projection. Major factors that may lead to a material
difference between Couche Tard's actual results and the projections
or expectations set forth in the forward-looking statements
include, but are not limited to: general economic, market or
business conditions, the opportunities (or lack thereof) that may
be presented to or pursued by Couche-Tard, the effects of the
integration of acquired businesses and the ability to achieve
projected synergies, fluctuations in margins on motor fuel sales,
competition in the convenience store and retail motor fuel
industries, exchange rate variations, Couche-Tard's ability to
consummate the offering of the Notes on the expected terms, the
intended use of proceeds thereof and potential changes in market
conditions and such other risks as described in detail from time to
time in the reports filed by Couche-Tard with securities regulatory
authorities in Canada. Unless
otherwise required by applicable securities laws, Couche-Tard
disclaims any intention or obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise. The forward-looking information in this
release is based on information available as of the date of the
release.
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SOURCE Alimentation Couche-Tard Inc.
