(LAVAL, CANADA) – Alimentation Couche-Tard Inc., the Canadian owner of the Couche-Tard and Circle K convenience store chains, has made an offer valued at more than $12 billion to acquire a controlling stake in Polish convenience store operator Zabka Group. The bid, announced on Friday, would be the largest acquisition in the company’s history and would substantially expand its presence in Central Europe.
The voluntary tender offer prices Zabka at 32 Polish zloty per share, equivalent to roughly $11.90 Canadian dollars, or about $8.65 US and £6.90. The total deal value of more than $12 billion Canadian dollars equals approximately $8.7 billion US, £7.0 billion or €8.0 billion.
Zabka, which takes its name from the Polish word for frog, operates more than 13,000 convenience stores across Poland and Romania. Couche-Tard counts 17,300 locations across 27 countries, nearly 400 of which are already in Poland.
Couche-Tard Chief Executive Alex Miller said the transaction is not about one company teaching another, but about bringing together complementary strengths and a shared ambition to serve customers better. He expects the deal to generate about $250 million US in cost savings within three years of closing. Mr Miller said he and other Couche-Tard executives, including founder and former chief executive Alain Bouchard, had been watching Zabka for at least 15 years. Mr Bouchard suggested revisiting the target while on holiday, a conversation that eventually led to the formal offer.
The two businesses share similarities. Both sell a wide range of beverages and snacks and have moved deeper into hot food in recent years. At Zabka, one in every five transactions includes a quick serve meal, and some of its locations are fully autonomous. Couche-Tard’s operations are weighted towards beverages and fuel, with about 13,200 of its sites including petrol stations. Zabka does not sell fuel.
Couche-Tard has pursued several large scale acquisitions in recent years. In 2021, it made a $20 billion US approach for French grocery chain Carrefour SA but later withdrew after France opposed the deal on food security grounds. In 2023, it bought about 2,200 European service stations from French oil company TotalEnergies SE for $3.3 billion US. In 2024, Couche-Tard spent nearly a year trying to buy Seven & i Holdings, the Japanese parent company of 7-Eleven, before withdrawing its proposal in July 2025 after the two sides clashed over valuation, engagement and regulatory risks. Media reports at the time suggested Seven & i had also been looking at Zabka but abandoned the plan after failing to agree on terms.
Zabka’s incoming chief executive Tomasz Blicharski said his company was receptive to the approach because Couche-Tard’s executives were keen to listen carefully about how and why Zabka has built its business. He recalled meeting Mr Bouchard and Mr Miller for the first time and thinking they were alike, with both companies obsessed with customers and focused on making everyday life a little easier.
Executive managers and investors holding 57 percent of Zabka’s issued and outstanding shares, including private equity firms CVC Capital Partners and Partners Group, have unanimously backed the deal. The transaction is subject to regulatory approvals and is expected to close no later than December. The number of shares Couche-Tard ultimately acquires will depend on how many shareholders accept the offer. If Couche-Tard secures at least 95 percent of the total voting rights, it will squeeze out the remaining shares and delist Zabka from the Warsaw Stock Exchange, where the company began trading two years ago. Mr Miller said Zabka could be fully integrated into Couche-Tard or could continue to run as a public company on the Polish exchange, adding that the period before closing will be used to settle priorities and where the best benefits lie.
RBC Capital Markets analyst Irene Nattel described the plan as both bold and measured. She noted that if successful, it would meaningfully advance Couche-Tard’s long term growth objectives, adding that the strategic and financial fit appears sensible on first assessment, though questions remain around the regulatory process, timeline and precise financial impact.
The Polish zloty currently trades at approximately 0.25 US dollars, 0.20 British pounds or 0.23 euros. Poland’s retail convenience market has grown rapidly in recent years, driven by rising consumer spending and demand for fresh food in neighbourhood store formats. Zabka is the clear market leader in the country and has expanded into Romania as part of a wider Central European push.