Segro and Prologis agree $19bn deal

BY Richard Summerfield

UK real estate company Segro has accepted a $19bn takeover offer from US rival Prologis, concluding a long-running discussion to determine Segro’s future.

Under the terms of the deal, Segro shareholders will receive 0.0920 new Prologis shares for each Segro share held. Shareholders may elect to receive cash in lieu of some or all of their Prologis share consideration, subject to the terms of the partial cash alternative. Segro shareholders will also be entitled to receive and retain any 2026 interim dividend of up to 10.14p per Segro share and any 2026 final dividend of up to 22.56p per Segro share, which Segro intends to pay prior to closing.

The maximum aggregate amount of cash available under the partial cash alternative is approximately £3.5bn. Each Segro shareholder's basic entitlement under the partial cash alternative is equal to 25 percent of the fixed price of 1031.7 pence per Segro share. Accordingly, a shareholder electing to receive only its basic entitlement would receive 258 pence in cash and 0.0690 new Prologis shares for each Segro share.

The boards of both companies have agreed to the deal and the Segro board has announced its intention to unanimously recommend it to shareholders. The transaction is expected to close in the first half of 2027, subject to the requisite approvals of Segro shareholders, sanction of the scheme by the court, receipt of applicable regulatory approvals and satisfaction of customary closing conditions.

According to Prologis, the cash component of the deal will be financed through a committed term loan facility, existing liquidity and other available funding sources. Following completion, the combined company is expected to manage approximately $269bn of assets. With a European operating portfolio of 368 million square feet and a combined European development pipeline of 13 million square feet.

“We are pleased to have reached agreement with the SEGRO Board on a combination that we believe will create meaningful value,” said Daniel S. Letter, chief executive of Prologis. “This deal brings together SEGRO’s exceptional portfolio and customer relationships with Prologis’ global platform, operating expertise and financial strength. We have great respect for SEGRO, its people and the business they have built over many years. The constructive engagement between our leadership teams throughout this process has reinforced our confidence in the opportunity ahead.

“As we move forward, we will approach the work ahead thoughtfully and deliberately. We look forward to building on the strengths of both companies and creating even greater value for our customers and shareholders," he added.

“SEGRO has built a unique business over many decades, assembling an irreplicable portfolio of high-quality industrial, logistics and data centre assets in some of Europe's most attractive locations,” said David Sleath, chief executive of Segro. “Through the dedication of our people and the strength of our customer relationships, we have a proven track record of value creation over many years.

“Prologis shares our conviction in the long-term structural drivers underpinning demand for modern logistics and data centre infrastructure,” he continued. “We believe the combination would bring together two highly complementary businesses and create a compelling platform, combining SEGRO’s exceptional portfolio and development pipeline with Prologis’ existing European business and global scale, customer franchise and operational capabilities, while retaining a shared commitment to disciplined capital allocation, customers and people. Prologis’ proposal provides SEGRO shareholders with a compelling opportunity to realise the value created by SEGRO and benefit from the future growth of the Combined Group.”

News: UK’s Segro agrees $19 billion Prologis takeover after investor pressure

Couche-Tard acquires Żabka in $8.6bn deal

BY Fraser Tennant

In what represents the largest transaction in its history, Canadian multinational retailer Alimentation Couche-Tard is to acquire a controlling stake in Żabka Group, Poland’s largest convenience retailer, for $8.6bn.

Couche-Tard expects to fund the transaction through fully committed debt facilities underwritten by J.P. Morgan as lead arranger, with National Bank of Canada Capital Markets and The Bank of Nova Scotia acting as joint bookrunners.

For Couche-Tard, the acquisition will add an immediate, scaled platform in Central and Eastern Europe, preserving Żabka's management structure, highly recognised brand, entrepreneurial franchise model and local expertise.

A global leader in convenience and mobility, Alimentation Couche-Tard operates in 27 countries and territories, with close to 17,300 stores. With its well-known Couche-Tard and Circle K banners, it is one of the largest independent convenience store operators in the US and is a leader in the convenience store industry and road transportation fuel retail in Canada, Scandinavia, the Baltics, Belgium, as well as in Ireland.

“This is a transformational investment for Couche-Tard and an important milestone in our growth journey,” said Alex Miller, president and chief executive of Alimentation Couche-Tard. “Żabka has built one of Europe's most impressive convenience retail businesses, combining a powerful customer proposition with an entrepreneurial franchise model, a highly disciplined and proven operating platform, and a strong track record of growth.”

Founded in 1998, based in Poznań, Poland, and listed on the Warsaw Stock Exchange since October 2024, Żabka Group has grown from a Polish convenience-store network into one of Europe’s most innovative retail platforms – operating more than 13,000 convenience stores across Poland and Romania and servicing approximately 4.3 million average daily transactions.

“Couche-Tard shares our commitment to innovation, convenience and customer-centricity and recognises the strength of the brand, the franchise community and the team that have made Żabka one of Europe’s leading convenience platforms,” said Tomasz Blicharski, chief strategy and development officer and chief executive designate of Żabka Group. Together, we will be even better positioned to accelerate growth, and invest in our people and capabilities.”

The transaction – which is expected to be completed by the end of December 2026 – is unanimously supported by Żabka's key executive managers and shareholders, including CVC Capital Partners and Partners Group, that own, in aggregate, approximately 57 percent of Żabka's issued and outstanding shares.

“We have tremendous respect for what the Żabka team and its franchisees have accomplished,” added Mr Miller. “Together, we will be well positioned to create lasting value for customers, franchisees, employees, business partners and shareholders.”

News: Couche-Tard to buy Poland's Zabka for $8.7 billion in biggest-ever deal

Expand Energy acquires Twin Eagle in $1.25bn deal

BY Fraser Tennant

Growing its marketing business across North America, independent natural gas producer Expand Energy has acquired privately held natural ‌gas marketer Twin Eagle Holdings from energy investment firm Five Point Infrastructure in a transaction valued at $1.25bn.

Expand Energy – the largest natural gas producer in North America – will fund the transaction through a combination of cash on hand and borrowings under its revolving credit facility.

Combining Expand Energy’s industry-leading supply and financial strength with Twin Eagle’s premier physical marketing platform creates a fully integrated natural gas company positioned to capture value across the entire chain in key US and Canadian markets.

In addition to scale, the transaction is expected to provide Expand Energy with $750m per year of incremental free cash flow from its marketing and commercial strategy – an increase of 50 percent from its previous target.

“This transaction accelerates Expand’s evolution into a leading integrated natural gas company with a commercial and marketing advantage compared to peers,” said Michael Wichterich, interim president and chief executive of Expand Energy. “We are already North America’s largest natural gas producer, and now we will be its leading gas marketer, with direct access to customers and structural demand growth.”

Founded in 2010, Twin Eagle has established itself as one of the leading independent natural gas and power marketers in North America. Its business spans wholesale marketing, asset management, structuring and analytics, logistics and market intelligence.

“This powerful combination pairs Expand’s enviable financial position and large, lower-cost natural gas supply with the talented team and marketing platform we have spent the past 16 years developing,” said Jeremy Davis, president and chief executive of Twin Eagle. “Together, with our new partner, we can create additional value in ways neither company could have accomplished on its own.”

The transaction is subject to typical purchase price adjustments, including working capital, and is expected to close in the third quarter of 2026, pending customary closing conditions and required regulatory approvals.

Mr Wichterich concluded: “By combining Expand’s scale, resource depth and financial strength with Twin Eagle’s marketing and optimisation platform, we will capture additional margin across the natural gas value chain and deliver more durable shareholder returns.”

News: Expand Energy to beef up gas marketing business with $1.25 billion Twin Eagle deal

DCC Energy taken private in $7.7bn deal

BY Richard Summerfield

Energy distributor DCC Energy, which supplies liquid gas and fuels in Europe and the US, has agreed to be acquired by US private equity firms KKR and Energy Capital Partners in a deal worth $7.7bn or £5.75bn.

The deal values DCC at £65.25 a share in cash and will see the London Stock Exchange lose another of its largest companies amid continuing takeover activity, US market defections and a lack of IPOs. The offer includes an additional £1.25 a share if the sale of DCC’s technology arm, Nexora, secures at least £800m.

The board-backed cash offer valued DCC at a 36 percent premium to its average share price in the three months before takeover discussions became public. However, the proposal has met with resistance from investors, with several of the company’s largest shareholders voicing strong opposition. Despite that criticism, DCC’s directors have endorsed the bid from the private equity consortium, arguing that it “represents a compelling and certain opportunity for DCC Energy shareholders to realise value in cash today”.

“Since setting out its new strategy in 2022, DCC Energy has successfully repositioned to become a simpler, leaner, and more focused business,” said Mark Breuer, chair of DCC. “This strategic clarity has laid the foundations for sustainable long-term value creation as a leading multi-energy solutions provider.

“Whilst the DCC Energy Board remains confident in the energy strategy and associated 2030 Ambition announced in 2022, the Board believes the Consortium’s offer represents a compelling opportunity for shareholders to crystallise value in cash at an attractive premium to DCC Energy’s historical trading price. We are confident that the Consortium will be strong stewards of DCC Energy’s 50-year heritage and support the business during its next phase of growth,” he added.

“ECP is excited to begin this long-term partnership with DCC Energy and its exceptional employees,” said Francesco Ciabatti, a partner at ECP. “We look forward to working with the DCC Energy team to build on its long history of providing high quality and dependable service to its millions of customers. ECP has spent two decades investing in complex global energy infrastructure businesses and looks forward to bringing that experience to bear for DCC Energy, working alongside our consortium partners and the DCC Energy team to support its strategic initiatives, development, growth and industry leadership.”

“DCC Energy has built a leading position in energy distribution, and its transition to a pure-play energy business further sharpens its strategy,” said Ryan Miller, managing director, infrastructure, at KKR. “The company is at an important moment, and delivering the next phase of this transition across a complex asset base will require significant operational transformation against the backdrop of a changing and volatile energy market. KKR has a long track record as an active owner in energy infrastructure and services, and we intend to draw on our global platform, operational expertise and sector experience to support DCC Energy’s ambition to become a leading global energy business.”

News: Ireland's DCC Energy to go private in $7.7 billion deal with KKR, Energy Capital

OCS Group International has agreed to acquire Mitie for $4.2bn

BY Richard Summerfield

OCS Group International Ltd has agreed to buy rival Mitie Group Plc in a $4.2bn deal which will combine two of Britain’s largest facilities management companies.

Under the terms of the deal, which is expected to close in the first quarter of 2027, Mitie shareholders will receive 218.5p a share in cash and retain the planned 3.1p final dividend, valuing the offer at up to 221.6p a share. The offer represents a 47 percent premium to Mitie’s closing share price on Monday and values the business at $4.2bn on a fully diluted basis.

Mitie, which was founded in 1987 and employs 84,000 staff, specialises in facilities management, such as engineering maintenance and other services including hygiene and security.

OCS operates across the UK, Europe, Asia Pacific and the Middle East and has 135,000 staff. The company, which has been owned by the private equity group ​Clayton, Dubilier & Rice since 2022, says that the newly enlarged business will employ more than 219,000 people worldwide and combine OCS’s £3.3bn international operations with Mitie’s UK market-leading engineering maintenance, security, hygiene and compliance businesses. The deal will also strengthen OCS’s position in government, defence, healthcare, national infrastructure and commercial markets while creating greater scale to invest in technology, data and artificial intelligence.

“This is an important milestone for both organisations and an exciting opportunity to bring together two highly complementary businesses with a shared commitment to delivering the best outcomes for colleagues and customers,” said Rob Legge, group chief executive of OCS Group. “Subject to completion, we would build a British facilities management group that is better positioned to support the organisations that keep the country running. Together, we can better support existing and new customers, help more people into work and strengthen our contribution to getting Britain moving.”

“Today’s announcement is a testament to everything we have achieved at Mitie in recent years – especially the talent and expertise of our people, the business we have built together as well as its future potential,” says Phil Bentley, chief executive of Mitie. “This recommended offer reflects the strength of Mitie’s brand, capabilities and reputation, and delivers value for our shareholders. As part of a larger group with a wider geographical footprint, Mitie would have an even stronger platform to invest in our people, technology and services, and to do even more for the customers and communities we support.”

News: UK contractor Mitie agrees to $4.2 billion takeover by PE-backed rival, shares jump