Murphy USA announced an agreement to acquire QuickChek Corporation in an all-cash transaction for $645 million. The purchase price includes expected tax benefits valued at $20 million for a net after-tax purchase price of $625 million. The transaction will be financed with a combination of cash on hand, existing credit facilities and new debt, and Murphy USA has obtained committed financing from the Royal Bank of Canada.
QuickChek represents a truly distinctive business in a class shared by only a few comparable industry peers. Founded in 1967 as an extension of Durling Farms, a door-to-door milk and fresh dairy products delivery service that originally opened in 1888, it is a family-owned chain of 157 stores located in central and northern New Jersey and the New York metro area.
It operates a best-in-class food and beverage (“F&B”) model with a strong regional brand and engaged customer following, offering quick-serve restaurant style food alongside onvenience items; a high-volume fuel offer is included at 89 of its newest stores. Its industry leading economics are evidenced by robust per-store per-year merchandise sales of $3.5 million, combined merchandise margins of 38% with F&B representing over 50% of the mix, and per-store per-year fuel gallons of 3.8 million. Additionally, QuickChek has a proven history of same store-sales growth and a rich real estate pipeline to sustain unit growth within its existing footprint.
The acquisition is consistent with Murphy USA’s updated capital allocation strategy as announced in October. It represents a continued commitment to deliver exceptional and sustained value to long-term shareholders and will complement other ongoing value creation mechanisms, including ongoing productivity improvement initiatives, organic growth, share repurchase and a dividend.
“In October we outlined an updated capital allocation strategy and committed to improving our food and beverage offer at existing and future sites,” said Murphy USA President and CEO Andrew Clyde. “This transaction greatly accelerates those efforts and benefits, and is expected to provide reverse synergies across our network, while enhancing future returns on new stores. The transaction is also expected to create direct synergies that leverage our enterprise scale and our distinctive capabilities in fuel, tobacco and loyalty. We are excited to join forces with an exceptional and highly engaged team at QuickChek who share Murphy USA’s passion for delivering excellence every day to all our stakeholders.”
“QuickChek and Murphy USA both reflect a family heritage and a strong people culture,” said QuickChek CEO and Chairman Dean Durling. “I am thrilled by Murphy USA’s commitment to honor our legacy and preserve our brand while learning from our business model. I am proud of what we have accomplished in making QuickChek what it is today and I am excited about the opportunities for continued growth and success in the next chapter in QuickChek’s journey. I know QuickChek’s dedicated employees and valued customers remain in good hands.”
The above considerations result in highly attractive deal economics. The net investment of $625 million represents a multiple of 13.2 times QuickChek’s estimated LTM October 2020 Adjusted EBITDA of $47 million. Annual run rate synergies of $28 million are expected to be achieved by the third year. When taking into account expected run-rate synergies and tax benefits, the acquisition reflects a multiple of 8.3 times estimated LTM Adjusted EBITDA. The acquisition is projected to be accretive to earnings in 2022, the first full year of combined operations.
The transaction is expected to close during the first quarter of 2021, subject to customary closing conditions and regulatory approval. RBC Capital Markets, LLC acted as exclusive financial advisor and Davis Polk & Wardwell LLP acted as legal advisor to Murphy USA. BofA Securities, Inc. acted as exclusive financial advisor and Weil, Gotshal & Manges LLP acted as legal advisor to QuickChek.