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Susser acquires Sac-N-Pac

BY Dan Berthiaume

Houston – Susser has signed a definitive agreement to acquire substantially all of the convenience store assets and fuel distribution contracts of Sac-N-Pac Stores, Inc. and 3W Warren Fuels, Ltd.

Sac-N-Pac owns and operates 47 convenience stores in the South Central Texas corridor between San Antonio and Austin. 3W Warren Fuels supplies approximately 65 million gallons of motor fuel annually to the 47 Sac-N-Pac locations and to approximately 20 independent dealer locations. Sac-N-Pac operates branded food service concepts in six stores and operates its proprietary food service concept in nine stores.

Stripes LLC, the convenience store subsidiary of Susser Holdings, plans to acquire and initially operate the convenience store properties under the Sac-N-Pac brand until it is determined which stores will be branded Stripes and which stores may be converted to the wholesale platform.

Initially, 10-15 stores have been identified as stores that could accommodate Laredo Taco Company restaurants without substantial alterations to the existing buildings. Susser Petroleum Partners will acquire the third-party fuel supply contracts and will supply motor fuel to the convenience stores. Additionally, Stripes LLC is acquiring seven parcels of land for future development of Stripes/Laredo Taco Company units.

The transaction is subject to customary conditions to closing, including satisfactory completion of due diligence, and is expected to close in the first quarter of 2014. Terms of the transaction were not disclosed.

"This is another instance where the combination of our wholesale and retail platforms work together to create great value in making a strategic acquisition like Sac-N-Pac and Warren Fuels,” said Sam L. Susser, chairman and CEO of Susser Holdings. “We are pleased to expand our retail and wholesale operations in this rapidly growing area of Texas. We have tremendous respect for the fine retail and fuel distribution businesses that the Warren family has built, and we welcome the many dedicated employees at Sac-N-Pac to the Susser organization."

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XPO Logistics acquires Optima Service Solutions

BY Dan Berthiaume

New York — Transportation logistics services provider XPO Logistics has acquired Optima Service Solutions, a non-asset provider of last-mile logistics services for major retailers and manufacturers in the United States.

The cash purchase price was $26.6 million, excluding any working capital adjustments, with no assumption of debt.

Founded in 1997, Optima has generated a 16% compound annual growth rate throughout the past five years. The business uses its contractual network of independent carriers and technicians to facilitate the residential delivery of heavy goods in every U.S. ZIP code. Optima’s proprietary technology tracks the last-mile process through order entry, scheduling and service completion.

“Optima is a fast-growing, highly scalable leader in its space, and expands the capabilities of our last-mile division, 3PD,” said Bradley Jacobs, chairman and CEO of XPO Logistics. “It enhances our ability to provide a seamless in-home delivery experience for end customers, particularly with large appliances and electronics.”

XPO is the fourth largest freight brokerage firm, the largest provider of heavy goods, last-mile logistics, and a top five expediter, with growing positions in global freight forwarding, intermodal and less-than-truckload brokerage. The company facilitates more than 18,500 deliveries a day throughout the U.S., Mexico and Canada.

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Jos. A. Bank ends Men’s Wearhouse bid; Eminence Capital wants meeting

BY Dan Berthiaume

Houston – Jos. A. Bank has officially withdrawn its all-cash bid to purchase Men’s Wearhouse for $48 per share, or about $2.3 billion, after failing to get the retailer to enter into merger talks ahead of a Thursday deadline.

Robert N. Wildrick, chairman of the board of Jos. A. Bank, sent a letter to Men’s Wearhouse CEO Doug Ewert informing him that since Men’s Wearhouse had not engaged in good faith negotiations by a previously stated Nov. 14 deadline, Jos. A. Bank would terminate its proposal.

The letter goes on to say Jos. A. Bank will investigate other strategic alternatives and may be willing to consider a new proposal to purchase Men’s Wearhouse if invited by the Men’s Wearhouse board or circumstances change.

In related news, Eminence Capital, the largest Men’s Wearhouse stockholder with 4.7 million shares of the company (almost 10%), has filed a preliminary solicitation statement with the Securities and Exchange Commission (SEC) in connection with calling a special meeting of MW shareholders to vote on a number of bylaw amendments that, if approved, will permit shareholders to remove directors without cause before the next annual meeting of shareholders.

"We are disappointed that Men’s Wearhouse has so far failed to engage in merger discussions with Jos. A. Bank,” Ricky C. Sandler, CEO of Eminence Capital, said in a press release. “In light of the Board’s actions, we are forced to launch this initiative that will give shareholders the opportunity to effect important corporate governance changes at Men’s Wearhouse. In our view the governance changes implemented last month by the Board in response to the premium proposal made by Jos. A. Bank, including the imposition of a super-majority vote for shareholder amendments to the bylaws and implementation of a poison pill with a 10% threshold, are not in the best interests of shareholders. More fundamentally, these actions reflect a troubling mindset by the board and its advisors regarding shareholders’ rights.”

Sandler went on to say Eminence continues to encourage the Men’s Wearhouse board to consider all strategic options, including a Jos. A. Bank merger. Jos. A. Bank referred to Eminence Capital’s support for consideration of a merger in its letter to Men’s Wearhouse.

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