A Couche-Tard store in Montreal. Acquisition of CST is expected to make Couche-Tard an industry leader in North America by store count, with about 10,000 stores.Graham Hughes/The Canadian Press
Alimentation Couche-Tard Inc. president and chief executive Brian Hannasch chuckles a bit before brushing aside the suggestion.
On a conference call after the Laval, Que.-based convenience-store giant announced its biggest acquisition yet – an all-cash $3.8-billion (U.S.) deal for Texas-based CST Brands Inc. – Mr. Hannasch was asked if the company isn't beholden to a high-pressure shareholder narrative that defines the company as a relentless takeover-driven machine.
"You can't control the perception" that shareholders may have of Couche-Tard, he said, neglecting to mention the company's own extensive role in playing up its takeover activity.
"We look for deals that improve shareholder value" and acquisitions are an important – but not the only – part of the equation, he added.
"If you look back, we actually delivered a good deal of organic growth."
It's a good retort, and Couche-Tard is indeed celebrated not only for its prowess as a disciplined, smart integrator of takeover targets. It has also earned a reputation as a cost-conscious and innovative operator of convenience stores well aware of the need for internally fuelled growth as well as externally driven expansion.
At the same time, however, founder and executive chairman Alain Bouchard, 67, has become something of a patron saint of growth-by-acquisition for Couche-Tard shareholders.
The CST transaction is expected to vault Couche-Tard past perennial industry leader 7-Eleven in North America, by store count: about 10,000 stores for Couche-Tard versus 8,900 for 7-Eleven, owned by Seven & i Holdings Co. Ltd. of Japan.
It's a deal that follows a dizzying string of headline-grabbing transactions for Couche-Tard over the past few years, not only in North America: Topaz Energy Corp. Ltd. in Ireland and Royal Dutch Shell's retail business in Denmark last year; The Pantry Inc. in the United States, also last year; and Scandinavia's Statoil Fuel & Retail ASA in 2012. And that's just some of the bigger ones.
But as the leading consolidator in the convenience-store space and as a company that has been swinging M&A deals for more than 20 years – first in Quebec, then the rest of Canada and the United States, and finally Europe – is Couche-Tard running out of big, juicy chains to sink its teeth into?
"We still harbour concerns that a sufficient number of acquisition opportunities are available, or as accretive per elevated expectations in the market," Credit Suisse Securities analyst David Hartley wrote in a research note following the CST announcement on Monday.
In an in-depth proprietary research report for clients published earlier this year, before the CST transaction, Mr. Hartley and fellow Credit Suisse analyst Daniel Battiston make the case that well-priced, solid, readily available targets for Couche-Tard are possibly not as easy to come by as investors might believe.
The research is based on what they say is an in-depth look at market participants and identification of all major players and possible sellers.
"Attractive deals may be fewer, take more time to consummate, and contribute less than the market thinks," say the authors.
"Organic growth drives limited value," they add. "Can acquisitions continue to meaningfully move the needle for [earnings per share] accretion? We think it is becoming increasingly difficult, and therefore, greater uncertainty suggests a discount may need to be applied to the valuation."
According to their calculations, the market is pricing in Couche-Tard buying large targets every year.
"Couche may have the financial capacity to do so, but investors may not be properly discounting the probability, given that the company has never executed such a feat in the past."
Desjardins Securities analyst Keith Howlett is more positive.
"The recent pace of consolidation in the U.S. retail fuel/convenience industry has exceeded expectations," he said in a research note after the CST deal announcement.
"The U.S. industry remains fragmented," he said. "Major oil companies are still in the process of exiting Canada and major European markets."
Greg Dean, principal and portfolio manager with Cambridge Global Asset Management, says organic growth at Couche-Tard shouldn't be dismissed.
"They don't need to do deals. They recognize there's a lot of organic growth in the business," he said in a recent interview. But, he adds, with the multiples the company trades at these days, "people expect more deals."