Core-Mark Holding Company Inc., the Westlake-based wholesale supplier to the convenience retail industry, is being acquired by fellow distributor Performance Food Group Company in a cash-and-stock deal valued at $2.5 billion.
The terms of the transaction state that Core-Mark shareholders will receive $23.875 per share in cash and 0.44 PFG shares for each Core-Mark share. Upon closing, Core-Mark shareholders will own around 13 percent of the combined company.
The agreement is expected to create a best-in-class convenience business, according to the companies. PFG has been looking to build upon its current foodservice focus within the convenience market by adding new customers and products in the fresh food space. PFG will add around $17 billion to its net sales with the deal, resulting in total pro-forma LTM net sales of approximately $44 billion.
Core-Mark will sit within PFG’s Vistar segment—dubbed the “number one national wholesale distributor in numerous industry segments”—which also includes Eby-Brown, the privately owned tobacco, candy, and convenience distributor.
The expanded convenience store arm will operate under the Core-Mark brand, set to remain headquartered in Westlake. Scott McPherson, the current president and CEO of Core-Mark, will keep his current role following the closing of the deal.
Eby-Brown will maintain its operations in Naperville, Illinois, with President and CEO Tom Wake continuing in his role, but now reporting to McPherson.
“Adding convenience store distribution in 2019 built up the core strength of our organization, providing another important avenue for growth,” Patrick Hagerty, executive vice president of PFG and CEO of Vistar, said in a statement. “Bringing Core-Mark to PFG will continue this journey and complement our existing portfolio. I look forward to us bringing together the best talent in convenience and welcoming Core-Mark associates at close.”
PFG sees Core-Mark as a highly complementary asset in the convenience store channel. As one of the largest wholesale distributors in the industry in North America, Core-Mark operates 32 distribution centers across the U.S. and Canada. Founded in 1888, its 7,500 employees today serve some 40,000 customer locations in all 50 states, five Canadian provinces, and two Canadian territories.
Core-Mark services traditional convenience stores, grocers, drug stores, mass merchants, liquor and specialty stores, and more.
The Fortune 500 company moved its headquarters from San Francisco to North Texas back in 2019. But its history with the region dates back to 2014: The Dallas Regional Chamber had conducted targeting research indicating Core-Mark might be a prime candidate for relocation at some point, and kept in touch.
Core-Mark takes a go-to-market approach with a selling culture focused on customer service. For instance, the Core-Mark Center of Excellence is a state-of-the-art collaborative space that intends to merge forward-thinking consumer trends with futuristic industry data. The end-goal is to provide retail leaders and vendors with real-time insights into emerging trends and opportunities.
And launched last year is Core-Mark Curated, a program that seeks out emerging startups that don’t currently have a presence in the convenience store retail market.
“Core-Mark is an outstanding company that we believe will significantly strengthen our business diversification and expansion into the convenience store channel,” George Holm, PFG chairman, president, and CEO said in a statement. “Core-Mark brings a highly skilled and experienced workforce along with an experienced senior leadership team, which will be valuable additions to the PFG family of companies.”
PFG also takes a customer-centric approach to foodservice distribution. The industry leader was founded in 1885 and has grown into a network of more than 100 distribution facilities and thousands of associates and suppliers across the U.S.
The company markets and delivers food and related products to more than 200,000 locations, including independent and chain restaurants, schools, businesses, healthcare facilities, vending distributors, office coffee service distributors, big box retailers, theaters, and convenience stores.
“As part of our continuous focus to maximize shareholder value and better serve our customers,” McPherson said in a statement, “our board evaluated the transaction and determined this combination provides our investors immediate value and the opportunity to participate in the upside potential of being part of a larger, diversified and customer-centric supplier in the foodservice and convenience retail industry. The combination of our two highly complementary businesses creates an even stronger platform to drive growth, as we deliver a best-in-class offering to our customers.”
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