CST Brands Enters into Merger Agreement with Alimentation Couche-Tard

8/22/16

ALLENTOWN, Pa.--(BUSINESS WIRE)--CrossAmerica Partners LP (NYSE: CAPL), a leading wholesale fuels distributor, today announced that its General Partner, CST Brands, Inc. (NYSE: CST) has entered into a definitive merger agreement with Alimentation Couche-Tard Inc. (TSX: ATD.A ATD.B). Under the terms of the agreement, Couche-Tard will, through its acquisition of CST, acquire CST’s interest in CrossAmerica and associated Incentive Distribution Rights. The transaction has been unanimously approved by the Board of Directors of CST and Couche-Tard and is subject to the approval of CST’s shareholders and the receipt of regulatory approvals. The transaction is currently expected to close early calendar year 2017.

Upon completion of the CST and Couche-Tard merger, CrossAmerica will become part of one of North America’s largest convenience and fuel retailing networks. By combining Couche-Tard’s U.S. dealer network of approximately 700 sites and CrossAmerica’s network of more than 1,000 locations, the combined organization will also be one of the largest wholesale fuel distributors in the United States.

Jeremy Bergeron, President of CrossAmerica, said, “This merger creates tremendous opportunity for CrossAmerica and its unitholders. We look forward to working closely with Couche-Tard to create further value for all investors, while capitalizing on the many strengths and best practices each organization brings to the table. In the interim, we intend to continue to execute on our strategy of solid growth, while further strengthening our balance sheet and coverage ratio.”

“With its strong acquisition record, CrossAmerica brings additional options to Couche-Tard’s growth strategy and we anticipate unlocking additional value with the new relationship,” stated Brian Hannasch, Couche-Tard’s President and Chief Executive Officer.

About CrossAmerica Partners LP

CrossAmerica Partners is a leading wholesale distributor of motor fuels and owner and lessor of real estate used in the retail distribution of motor fuels. Its general partner, CrossAmerica GP LLC, is a wholly owned subsidiary of CST Brands, Inc., one of the largest independent retailers of motor fuels and convenience merchandise in North America. Formed in 2012, CrossAmerica Partners LP is a distributor of branded and unbranded petroleum for motor vehicles in the United States and distributes fuel to more than 1,180 locations and owns or leases more than 800 sites. With a geographic footprint covering 29 states, the Partnership has well-established relationships with several major oil brands, including ExxonMobil, BP, Shell, Chevron, Sunoco, Valero, Gulf, Citgo, Marathon and Phillips 66. CrossAmerica Partners ranks as one of ExxonMobil’s largest distributors by fuel volume in the United States and in the top 10 for additional brands. For additional information, please visit www.crossamericapartners.com.

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