Canada’s Alimentation Couche-Tard is understood to be the only party interested in a full takeover bid for Caltex Australia, with the rival approaches made over the past few weeks limited to only parts of its business.
Advisers for Caltex and Couche-Tard were on Wednesday hammering out confidentiality agreements and a “standstill” commitment on share purchases ahead of a management presentation on Thursday in relation to Couche-Tard’s $8.6 billion takeover offer.
Caltex is expected to release a statement to the Australian Securities Exchange once the confidentiality agreements have been signed, anticipated on Thursday morning.
The briefings in Sydney by Julian Segal-led Caltex to Couche-Tard’s senior management team, headed by chief executive Brian Hannasch and chief financial officer Claude Tessier, will include non-public information that Caltex believes should justify a higher offer than the $34.50 a share provisionally offered by the Canadian firm in November.
Adding competitive tension to the process, Caltex is in parallel exploring options with third parties that have approached it since the Couche-Tard offer was made public, including UK-based EG Group.
Also understood to be in the mix of rival parties interested in part of Caltex’s business is former 50 per cent shareholder Chevron. The US major surprised the market in December with the news it was re-entering the petrol and diesel retailing business in Australia through the $425 million acquisition of Puma Energy’s Australian network of service stations.
A major Chinese refiner and large infrastructure investors are also thought to be prowling around, but only for parts of the business or individual assets.
EG Group, which acquired Woolworths’ petrol network for $1.73 billion last year, is only interested in Caltex’s retailing assets and would require a partner to proceed with a broader offer. MST Marquee analyst Mark Samter has suggested EG could pair up with Chevron.
Shares in Caltex dipped 5ยข to $35.56 on Wednesday but are still comfortably above Couche-Tard’s proposed offer price of $34.50, which was rejected by the Steven Gregg-led Caltex board as undervaluing the business.
The agreements that need to be signed before Thursday’s meeting include one temporarily preventing Couche-Tard from buying or selling shares in Caltex, in which it has built a 2 per cent stake.
Ampol resurrected
A key issue expected to be discussed at Thursday’s briefing is Caltex’s plans to spend about $165 million to rebrand its business under the revived Ampol name over the next three years, after Chevron advised it would withdraw the licence to use the Caltex brand in Australia.
Chevron is expected to use the name itself as it rebuilds its presence in fuels retailing here.
Both the rebranding announcement and Chevron’s takeover of the Puma business have occurred since Caltex and Couche-Tard last properly engaged on a potential takeover.
ExxonMobil is also thought to have advanced toward the potential sale of its Altona refinery and downstream fuels supply business, pointing to a further change in the competitive environment.
Meanwhile, the fate of Caltex’s Lytton refinery remains a hurdle for any bidder, given its strategic importance for the provision of petrol and diesel in Australia, where security of supply has become a hot political issue.
A takeover of Caltex by an overseas player would be subject to approval from the Foreign Investment Review Board.
Extracted from AFR