Alimentation Couche-Tard has launched its voluntary tender offer for Poland’s Żabka Group in what would be the Canadian retailer’s largest acquisition. The transaction would give Couche-Tard control of a rapidly growing convenience-store network in Poland and Romania.
BNN Bloomberg spoke with Martin Landry, managing director of equity research covering consumer products and merchandising at Stifel, about the strategic fit, valuation and execution risks associated with the deal.
Key Takeaways
- Żabka operates more than 13,000 locations and has begun expanding beyond Poland through a network of about 200 stores in Romania.
- The franchise-based model offers relatively low construction costs and strong returns, supporting rapid store expansion.
- Couche-Tard expects about US$250 million in annual synergies, largely through lower procurement and public-company costs.
- Landry described the valuation at about 10 times EBITDA as reasonable given Żabka’s projected annual revenue and earnings growth of 15 per cent.
- Couche-Tard has commitments covering about 57 per cent of Żabka’s shares but must reach 95 per cent to force the acquisition of the remaining shares.
Read the full transcript below:
LINDSAY: Alimentation Couche-Tard has set its sights on a new takeover target, Poland’s Żabka Group, in what would be its largest acquisition ever. Now, to break down the deal, we are joined by Martin Landry, managing director of equity research, consumer products and merchandising at Stifel. It’s great to have you join us. Thanks so much.
MARTIN: Good morning, Lindsay. Thank you for having me.
LINDSAY: I think, to start, for people who are maybe not familiar with Żabka, maybe explain what kind of a company it is and why it’s such an attractive opportunity for Couche-Tard.
MARTIN: Absolutely. Żabka is one of the fastest-growing convenience-store operators in Europe. They’ve had a history of very rapid growth over the last 20 years. It’s the leader in convenience in Poland. They’ve got 13,000 locations, and they’ve started to expand in Romania. They don’t sell gasoline, and their stores are really small — 700 square feet.
LINDSAY: But it’s not just a convenience-store chain, right? Like, it has the largest digital platform, loyalty program and foodservice business as well. How much of the appeal here is about buying those capabilities rather than simply adding more stores for Couche-Tard?
MARTIN: Yes, I agree. Żabka is extremely well managed. As you mentioned, they have built sizeable digital capabilities. You know, some of their stores are unmanned, with no clerks. So, you tap your credit card coming in, and you tap your credit card coming out. Digitally, they’re really advanced. Also, their supply chain is extremely sophisticated. They have automated replenishment in their stores, so there are some reverse-synergy opportunities for Couche-Tard to pick some of the best attributes and best practices of Żabka and deploy some of those into the existing Couche-Tard network.
LINDSAY: Right, because, like, I guess that’s maybe what’s so appealing about Żabka right now. But why is this the right time, do you think, for Couche-Tard to make this acquisition?
MARTIN: Well, as you know, Couche-Tard has been growing through acquisitions over its entire existence, and it already has a sizeable platform in Europe. Żabka came to the public markets in October 2024, and I think its valuation was probably not fully reflected. There was a bit of an overhang with potential secondary offerings, so I think that created a bit of an opportunity for Couche-Tard to acquire Żabka at a reasonable valuation. The total enterprise value is $11 billion, and it represents a valuation multiple of 10 times EBITDA. We feel that’s reasonable, given the growth prospects of the company. Żabka expects to grow its earnings and its revenue by 15 per cent per year, so it could double within the next five years. So, you know, there are pretty sizeable expansion opportunities for it.
LINDSAY: Yeah, let’s talk about Żabka’s growth prospects because, like, expansion is really a big part of the story here for Żabka, right? It’s outlined plans to continue aggressive store growth. What runway does it still have now with this acquisition? Like, how much room does it have to grow?
MARTIN: Yeah, it has identified significant additional opportunities to open stores in Poland, despite the fact that it’s No. 1 there. As I mentioned, it has also expanded in Romania. It’s got 200 stores there, and I think that, you know, it could expand into other adjacent countries in Europe. So, it’s a simple model. It’s a franchise model with low construction costs and high returns on investment. So, it’s easy to attract franchisees to subscribe to that model, and because it’s a franchise system, growth can be quite rapid. So, there are significant opportunities, and Couche-Tard will not rebrand that network. Historically, it has rebranded all or most of its acquisitions under the Circle K banner, but not Żabka.
LINDSAY: Yeah, because I’m just reading here that Couche-Tard is forecasting US$250 million in annual synergies. Where exactly do you expect those savings to come from?
MARTIN: Yeah, well, Żabka is not a turnaround story, right? So, the transaction profile, or the transaction risk, is low. But despite that, there are some synergies that Couche-Tard has identified. It expects to be able to reduce procurement costs because of its scale and volumes with vendors and consumer packaged goods companies, and there are also some public-company costs. Obviously, those will not need to be borne by Żabka on a go-forward basis. So, US$250 million of synergies is pretty sizeable out of US$1.1 billion in EBITDA. There is potential to boost EBITDA by almost 25 per cent.
LINDSAY: As you say, it’s not a turnaround story, but it is Couche-Tard’s largest-ever deal. I wonder what some of the execution risks are that you see here.
MARTIN: Well, it announced today — that’s the reason we’re talking — that it has launched its voluntary tender offer. So, for 30 days, shareholders will have the opportunity to tender their shares at 32 zlotys. Couche-Tard has already secured commitments from holders of 57 per cent of Żabka’s shares who publicly said they were going to tender. The risk — or not the risk, but the challenge — will be to get the remaining shareholders. Some of them are retail shareholders, and it may take a little bit more time to get everybody to tender. As soon as Couche-Tard gets 95 per cent of the shares tendered, it can force the completion of the tender offering. So, it’s just a little technical, you know, technical challenge that it will have to overcome. But, I mean, we’re looking at Żabka’s share price today. It’s trading at about 31.50, so just a little bit below Couche-Tard’s offer price. That tells me investors are pretty satisfied with the price Couche-Tard has offered.
LINDSAY: And you don’t see much risk for shareholders moving forward?
MARTIN: No. I mean, for Couche-Tard shareholders, again, this is not a turnaround story. Leverage after closing will be around three times, and Couche-Tard will deleverage, you know, quite rapidly afterward. Couche-Tard has, you know, very good access to capital markets. It’s going to fund this acquisition with debt, so I don’t foresee much risk. I mean, this is a pretty sizeable acquisition, right? It’s increasing Couche-Tard’s EBITDA by 15 per cent — its largest acquisition ever. You know, we’ve boosted our EPS estimate for next year by six per cent, and accretion could reach double digits when full synergies and full ownership are achieved.
LINDSAY: OK, we’ll leave it there. Martin Landry, managing director of equity research, consumer products and merchandising at Stifel. Thanks so much for joining us. Really appreciate it.
MARTIN: Pleasure.
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This BNN Bloomberg summary and transcript of the Aug. 26, 2026 interview with Martin Landry are published with the assistance of AI. Original research, interview questions and added context was created by BNN Bloomberg journalists. An editor also reviewed this material before it was published to ensure its accuracy and adherence with BNN Bloomberg editorial policies and standards.
