Mergers & Acquisitions

Seven & i Gains ‘Core’ Business Status in Japan

Ministry of Finance designation complicates Couche-Tard’s takeover bid
japan ministry of finance
Photograph: Shutterstock

Update: Seven & i’s new “core” national security classification will not raise hurdles to a potential buyout, Japan’s finance minister, Shunichi Suzuki, said on Sept. 17, comments that appeared aimed at easing investor concerns about the move, according to a Reuters report. “We can’t say the core classification makes a buyout more difficult,” Suzuki told reporters. Foreign entities seeking to buy a stake of 1% or more in the Japanese firm must in principle file for a national security review with the Japanese government prior to the purchase. He said prior notification for a review is mandatory “regardless of whether [a business is] categorized as core or non-core.”

Japan’s Ministry of Finance, under the country’s Foreign Exchange and Foreign Trade Act, has added Tokyo-based 7-Eleven convenience-store parent Seven & i Holdings Co. Ltd. to an updated list of “core” companies. The designation sets up a potential hurdle for Alimentation Couche-Tard Inc.’s attempt to acquire the global convenience-store company, Bloomberg first reported.

Last month, Seven & i filed for the new designation to change its “non-core” status under Japanese law. The category requires any foreign entity to give prior notification of share purchases in a core company of more than 10%. It puts Seven & i in the same category as a defense contractor or energy company.

Couche-Tard, parent of the Circle K c-store brand, on Aug. 19 submitted a “friendly,” nonbinding proposal to Seven & i, parent of the 7-Eleven and Speedway c-store brands, to acquire all outstanding shares of the company. The Seven & i board formed a special committee of independent outside directors led by Stephen Hayes Dacus, to review the offer.

Seven & i has rejected the proposal twice, saying the offer of $14.86 per share or more than $38 billion “undervalues” the company.

The U.S. Federal Trade Commission has notified Seven & i Holdings Co. Ltd. of its intention to investigate a potential takeover of the Tokyo-based parent of the 7-Eleven convenience-store chain by Canadian c-store company Alimentation Couche-Tard Inc. over antitrust concerns, a source familiar with the matter has told Reuters.

The FTC has yet to make a public announcement about the matter. When contact by CSP, the agency said, “As a general matter, the FTC does not comment on pending mergers or acquisitions.” Seven & i also did not immediately respond to a CSP request for comment.

Seven & i is a global operator of convenience stores, superstores, supermarkets, specialty stores, foodservices, financial services and IT services. 7–Eleven International LLC franchises or licenses more than 44,000 stores in 19 countries and regions, The brand also operates corporate or franchise stores in the United States, Canada, Mexico and Japan. Globally, the 7-Eleven trademark is represented in approximately 83,000 stores.

Irving, Texas-based 7-Eleven Inc. operates, franchises or licenses more than 83,000 convenience stores in 19 countries and regions, including more than 13,000 7-Eleven convenience stores in the United States.

  • 7-Eleven is No. 1 on CSP’s 2024 Top 202 ranking of U.S. c-store chains by store count. Alimentation Couche-Tard is No. 2.

Laval, Quebec-based Couche-Tard operates in 31 countries and territories, with more than 16,700 stores. Its network includes more than 7,100 stores in the United States under the Circle K and Holiday Stationstores banners, and approximately 2,100 in Canada under the Circle K and Couche-Tard banners.

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