​​​​Was the 7-Eleven and Couche-Tard Merger a Missed Opportunity?

Alimentation Couche-Tard Inc. announced last week that it had withdrawn its $47 billion offer to acquire Seven & i Holdings Co. Ltd., parent of 7-Eleven, in what would have created far-and-away the world’s most dominant c-store chain.

In the U.S., 7-Eleven, with 12,369 locations, and Couche-Tard, with 5,851 stores largely under the Circle K nameplate, were the two largest U.S. stores in Convenience Store News’ Top 100 report for 2025. Casey’s General Stores was a distant third, at 2,899 stores.

7-Eleven and Couche-Tard Planned Merger Enjoyed a Great Deal of Hype

Globally, 7-Eleven operates its more than 85,000 stores, largely in Asia, including about a quarter in its home market of Japan. Couche-Tard operates about 17,000 locations worldwide, including a stronger presence than 7-Eleven in Europe and Latin America as well as its home market in Canada.

The increased scale from merging the massive store base was expected to help Couche-Tard compete against larger QSRs in the foodservice space as well as against other retailers — from Walmart to CVS and Kroger — that are also amplifying c-store’s formula of grab-and-go meals and speedy checkout.

Couche-Tard said in a update this past March on its proposal, “For many years, we have firmly believed that there is a unique strategic fit between Couche-Tard and 7&i, and that we can achieve significantly more together than each of our companies can achieve individually, including accelerating the global growth of the iconic 7-Eleven brand and strengthening the 7&i business in many parts of the world.” 

Antitrust Concerns, Issues Surround Foreign Takeovers May Have Scuttled the Deal

Obstacles to the deal included expected high scrutiny from antitrust officials. Couche-Tard was already working on a plan to sell 2,000 overlapping U.S. locations.

Japan has also been traditionally averse to foreign takeovers, and the deal would have been the largest foreign acquisition of a Japanese company ever. Japanese officials have been pressuring companies to openly considering takeover offers to boost comparatively low stock market valuations on the Tokyo Stock Exchange. However, the Japanese government last September classified Seven & i as a company that engages in businesses critical to national security.

7-Eleven is also one of Japan’s cherished brands. The New York Times wrote, “In Japan, 7-Eleven is ubiquitous. People visit the stores to buy fresh foods like rice balls and hot stews and handle daily tasks such as paying bills and sending packages. Convenience stores like it are seen as so vital to daily life in Japan that the government has declared them part of the national infrastructure.”

Couche-Tard said it had proposed an alternative structure to acquire all of Seven & I’s business outside of Japan and 40% of the business in Japan.

Turbulence around completing a deal was also created by 7-Eleven’s founding family members launching their own bid with an archrival that ultimately failed to secure financing.

Finally, Seven & i added protections to avert the deal and hired its first Japanese American retail executive who pledged to spearhead growth independently. It also planned to list its North American convenience-store business on a major U.S. stock exchange by the end of 2026 and divest many of its superstores in moves to please activist stock investors.

Couche-Tard Accuses Seven & i of Lacking ‘Sincere or Constructive Engagement’

Couche-Tard withdrew its proposal after a year of negotiations because of a lack of “sincere or constructive engagement” that would allow the deal to progress, while accusing Seven & i of a “calculated campaign of obfuscation and delay.”

Seven & i responded by stating it had engaged in “sincere and constructive discussions” while remaining “fully committed to our standalone value creation plan, which we have been pursing in parallel.”

The prior week before Couche-Tard pulled its offer, Seven & i reported quarterly earnings exceeded expectations, thanks to a cost-cutting drive that boosted margins at 7-Eleven’s North American unit as well as a broader focus on core c-store operations.

Seven & i could have to continue to show improvement, or potentially again face pressure from activist shareholders.

“Seven & i is just an obstructive character in an ongoing success story,” Nicholas Smith, a strategist at Hong Kong-based brokerage firm CLSA, told Japan Times. “Activist trades and shareholder proposals are on fire. Private equity sees Japan as one of the most attractive markets in the world and is hiring aggressively. Management can’t afford to relax one bit.”