Alimentation Couche-Tard has sold all of its ownership interest in CrossAmerica Partners LP to investment vehicles controlled by Joe Topper, the founder of CrossAmerica and a member of the board of directors of its General Partner since 2012.
The interests divested by Couche-Tard, consisting of 100% of the interest in CrossAmerica’s General Partner, and all of CrossAmerica’s incentive distribution rights and approximately 7.5 million of its limited partner units, were sold to investment funds controlled by Topper for an undisclosed amount.
“At this time, we anticipate maintaining our current distribution policy, distribution coverage and leverage ratio targets that have been outlined over the past few quarters,” said Topper. “I am excited for the future of the partnership. In the coming weeks and months, I and the management team look forward to sharing in more detail with our unitholders our strategy and goals for CrossAmerica.”
CrossAmerica also expects to close in the first quarter of 2020 the previously announced asset exchange transaction between the two parties. The closing will be the third and final tranche of the asset exchange agreement that was originally announced on Dec. 17, 2018.
CrossAmerica anticipates continuing to explore opportunities for future exchanges with Couche-Tard that create value for Couche-Tard shareholders and CrossAmerica unitholders.
The Asset Exchange agreement was approved by the Board of Directors of CrossAmerica’s General Partner, following the approval of the terms of the transaction by its independent Conflicts Committee.
The Conflicts Committee was advised by Evercore as its independent financial advisor and by Richards, Layton & Finger, P.A. as its independent legal counsel. The closing of the Asset Exchange transaction is subject to customary closing conditions.
Skadden, Arps, Slate, Meagher & Flom LLP acted as the legal advisor and Matrix Capital Markets Group, Inc. acted as the financial advisor for the investment entities controlled by Joe Topper.
CrossAmerica will be filing a Form 8-K with the Securities and Exchange Commission providing additional details of the transactions.