This article is a part of Poland Unpacked. Weekly intelligence for decision-makers
Alimentation Couche-Tard’s acquisition of Żabka is expected to cost the Canadian company PLN 32 billion. The first stage of the deal has already been completed, with the owner of the Circle K brand reaching agreements with Żabka’s key shareholders and the company’s management team, which holds nearly 10% of the shares.
What happens next?
According to official statements from both companies’ CEOs, Alimentation Couche-Tard’s largest-ever acquisition will not mean turning Żabka into a copy of the Circle K model. Here is what we know about the details behind the takeover.
Żabka will remain Żabka
Representatives of both companies say the Polish chain will retain its brand, franchise-based model, existing management team and significant operational autonomy. Couche-Tard, meanwhile, plans to leverage Żabka’s expertise in food service, digitalization, loyalty programs and artificial intelligence.
“This is a transformational investment for Couche-Tard, the largest acquisition in our history and one of the most important moments in our growth journey,” said Alex Miller, CEO of Alimentation Couche-Tard.
The Canadian executive stressed that his company does not view Żabka merely as a large retail chain. Instead, the focus is on the Polish group’s operating model: a dense network of small-format stores, an entrepreneurial franchise system, ready-to-eat food offerings, digital customer relationships and the ability to use data in everyday retail operations.
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How Żabka is growing
Żabka is Poland’s largest modern convenience store chain, focused on quick shopping, ready-to-eat meals and services such as parcel collection. As of the end of June 2026, Żabka operated 12,823 stores, while the wider group — including Nano locations and its Romanian network — had 13,063 outlets in total. The company’s growth is driven mainly by organic expansion: in 2025 it opened 1,394 new stores and plans to maintain a pace of more than 1,300 openings annually.
Franchising is the foundation of the business. Around 11,000 independent entrepreneurs operate stores under the Żabka brand, managing day-to-day operations, employees and financial performance. The company’s headquarters provides the business concept, recognizable brand, locations, equipment, logistics, product range, technology, as well as operational and marketing support. Żabka is also developing its Żappka app, food service offering, delivery services and autonomous Nano stores.
How Żabka reached its current scale
“Over the past 25 years, we have transformed the company from a simple neighborhood store chain into Poland’s leading convenience ecosystem,” said Tomasz Suchański, CEO and chairman of the Żabka Group board of directors.
He noted that the group now operates more than 13,000 modern convenience stores and expands its network by more than 1,300 locations each year. Along the way, Żabka has grown beyond traditional retail, developing food service, online sales, meal and grocery deliveries, as well as its consumer app.
In 2024, Żabka entered Romania, its first international market. Today, the group operates around 240 stores there and plans further expansion.
Suchański presented the Couche-Tard transaction as evidence that an international investor recognizes the value of the business model created by Żabka.
“Today’s announcement is a recognition of the strength of our business,” said Żabka’s current CEO.
Suchański also thanked employees, franchisees and existing investors, including CVC and Partners Group. He repeatedly emphasized that without the commitment of local entrepreneurs and operational teams, Żabka would not have achieved its current position.
Couche-Tard is buying a growth platform
Tomasz Blicharski, Żabka Group’s chief strategy and development officer and future CEO, said the company is only halfway through its planned growth journey. Żabka serves around 4.3 million customer visits every day, while nearly 18 million consumers live within 500 meters of one of its stores. The group plans to maintain its pace of opening more than 1,300 stores annually.
According to Blicharski, new stores typically achieve a return on investment after around one year. At the same time, the existing network continues to generate like-for-like sales growth in the mid- to high-single-digit range.
“We see significant room for further expansion ahead of us,” Blicharski said.
In the 12 months ending in March 2026, Żabka’s operations generated around $8.5 billion in sales and approximately $1.1 billion in adjusted EBITDA, according to company data. Management also reaffirmed the ambition announced at the time of its stock market debut: doubling consumer sales between 2023 and 2028.
“We are halfway through this period and are clearly on track to deliver on our commitment,” Blicharski said.
“This is a business we deeply admire”
Alex Miller said Żabka is already operating in a model that the global convenience retail sector is moving toward. He highlighted the chain’s store productivity, customer visit frequency, franchise model and the growing importance of ready-to-eat food.
“This is a unique opportunity to invest in a company that we deeply admire. Żabka is at the forefront of the changes that we believe will shape the future of convenience retail,” said the Couche-Tard CEO.
According to Miller, the Polish group fits well with Couche-Tard’s strategy known as “Core Plus More.” The foundation of the approach is a strong store network, high productivity and a leading position in customers’ everyday shopping habits. The “More” element covers areas designed to increase visit frequency, basket size and margins: food service, digital solutions, loyalty programs, personalization and new services.
Żabka has a particularly strong position in these areas. Food offerings and quick meals account for around one-fifth of all transactions across the chain, which Miller described as an unusually high figure for a business operating at such scale.
“Żabka is a world-class player in food service, digitalization, loyalty and artificial intelligence,” he said.
The buyer also highlighted Żabka Nano, autonomous stores and AI-powered operational solutions. Couche-Tard wants not only to develop these capabilities in Poland but also explore which of them can be transferred across its global network.
Different but complementary capabilities
Representatives of Couche-Tard repeatedly described the two businesses as “complementary.” The Canadian group brings global scale, expertise in mobility and fuel retail, purchasing power and experience managing operations across multiple countries. Żabka, meanwhile, offers an urban and neighborhood store format that is currently missing from Couche-Tard’s portfolio.
“We are bringing together two convenience leaders with aligned priorities, but different and complementary strengths,” said Alex Miller.
Couche-Tard operates around 17,300 locations in 27 countries. In Poland, the company is best known as the owner of nearly 400 Circle K service stations. It began its larger-scale European expansion in 2012 through the acquisition of Statoil Fuel & Retail, later growing through deals in Ireland, Germany and the Benelux countries.
Miller stressed that Couche-Tard’s growth model is not based solely on acquiring more locations. The company also seeks to acquire the expertise of local teams and spread the best practices across its global organization.
“Our success has never been just about adding stores. It has been about bringing in the best leaders, talent and ideas from the companies we acquire and scaling them across our network,” he said.
This approach is also expected to be applied to Żabka.
Offer of PLN 32 per share and control secured through key shareholders
Couche-Tard plans to offer PLN 32 for each Żabka share in a voluntary tender offer for up to 100% of the company’s shares. The equity value of the transaction has been set at approximately $8.6 billion.
The tender offer is expected to launch on August 26. CVC, Partners Group and key Żabka executives, together representing around 57% of the company’s shares, have committed to sell their stakes. This allows Couche-Tard to expect gaining control of the company once the transaction is completed. Ultimately, the Canadian company aims to acquire all remaining minority shareholders and take ownership of 100% of Żabka’s shares. The deal will be paid for in cash.
According to the company’s announcement, the selling shareholders will also include Żabka CEO Tomasz Suchański, chief strategy and development officer Tomasz Blicharski, CFO Marta Wrochna-Łastowska, head of Żabka Polska Adam Manikowski, Żabka International managing director Anna Grabowska, HR director Jolanta Bańczerowska and Żabka Future managing director Wojciech Krok. Together, they hold a 9.6% stake in the company.
Closing expected by the end of 2026
The transaction is expected to close by the end of the fourth quarter of 2026, subject to obtaining required regulatory approvals and meeting other closing conditions.
During the Q&A session, Miller was asked how the company intends to convince minority shareholders that the PLN 32 per share offer fully reflects Żabka’s long-term potential.
“That is a decision for shareholders. The PLN 32 price includes a premium, but the final assessment belongs to them, not Couche-Tard,” he replied.
Żabka representatives declined to comment on the sales process or questions about earlier interest from 7-Eleven. Reports that Japan’s Seven & i Holdings was in talks with Żabka Group emerged on Thursday, July 16. The following day, representatives of the Japanese company confirmed the reports. On July 25, the company announced that it had abandoned its plans without providing a reason.
During the press conference, Tomasz Blicharski limited his comments to saying that the company was very pleased with the partnership reached with Couche-Tard and believed that the two organizations could achieve significantly more together.
Żabka will remain autonomous
One of the key topics of the conference was the future of Żabka’s management team. Alex Miller assured that the local team will retain full responsibility for running the business and executing its strategy.
“Żabka will retain complete autonomy,” the Couche-Tard CEO declared.
Tomasz Blicharski, who is expected to replace Tomasz Suchański as CEO in 2027, will report directly to Miller. Other reporting lines within the organization are expected to remain unchanged.
“Tomasz will continue to lead this business. The team will execute the growth plan that it has already developed and presented,” Couche-Tard’s CEO said.
Miller emphasized that people are one of the most important factors Couche-Tard evaluates before any acquisition. He acknowledged that Żabka’s management team made a particularly strong impression on him.
Żabka brand will remain
The companies also clearly confirmed during the conference that the Żabka brand will be maintained.
“The Żabka brand is one of the strongest brands in Poland, not only in retail but across the entire economy,” said Tomasz Blicharski.
He added that the issue had been discussed in detail by both sides before the transaction was announced.
“We agreed that the Żabka brand will remain and will continue to grow,” he said.
This does not mean, however, that there will be no joint initiatives between Żabka and Circle K in the future. Alex Miller was asked about the possibility of opening Żabka stores at fuel stations or introducing elements of Żabka’s offering into Circle K locations. The Couche-Tard CEO said it was still too early to present specific plans, but confirmed that the company would explore such opportunities once the acquisition process is completed.
“We have clearly shown the value that Żabka’s offering brings. We will analyze the opportunities and prepare plans for the future,” he said.
Franchisees will remain the foundation of the network
Another key topic was the impact of the transaction on Żabka’s more than 10,000 franchisees. The question reflected differences between the two companies: Żabka’s expansion is built around local entrepreneurs, while Couche-Tard is often perceived as an operator focused on company-owned stores.
Alex Miller stressed, however, that his group works with thousands of franchisees around the world and does not intend to change the Polish model.
“There will be absolutely no change to the franchise model,” the Couche-Tard CEO assured.
He added that any potential future adjustments would be the responsibility of the local management team led by Tomasz Blicharski.
Where will the $250 million in synergies come from?
Both sides expect the combination to generate around $250 million in annual synergies. During the conference, Couche-Tard representatives did not provide a detailed breakdown of this amount, but they identified the main sources of potential benefits.
One of them is expected to be the supply chain. According to Miller, Żabka independently delivers more than 99% of the products sold in its stores, and its logistics system is world-class.
“Żabka’s supply chain is exceptionally advanced,” he said.
The Canadian group also expects benefits from food services, ready-to-eat meals, private-label products, digital technologies, loyalty programs, artificial intelligence and personalization.
Not all synergies need to come from cost savings. Miller’s comments suggested that a significant share of the value could come from increasing sales — for example, by bringing proven products into new channels, improving offer personalization and making better use of consumer data.
“These capabilities can accelerate the execution of our strategy and increase the pace of development of the ‘More’ element,” he explained.
Romania remains a priority, but further expansion is possible
Żabka’s management confirmed that Romania remains its main international market for now. The group operates around 250 stores there and is gradually increasing the pace of openings.
“We are currently focused on Romania and want to develop there as quickly as possible,” said Tomasz Blicharski.
He noted that the Romanian business is performing well, with new stores opening every month.
Far fewer details were provided regarding potential future markets. The management board does not rule out expansion either into countries where Couche-Tard is already present or into markets that are outside the current reach of both groups. However, decisions are expected to be made at a later stage.
Access to Couche-Tard’s international structures could help Żabka enter new markets. The Canadian company brings local teams, regulatory experience, supplier relationships and knowledge of customer behavior across many countries. Żabka, in turn, contributes a format that Couche-Tard currently does not have on a comparable scale: small, conveniently located stores designed for quick and frequent purchases close to customers’ homes.
Greater exposure to Europe and non-fuel retail
Following the combination, the two groups will operate around 30,300 locations. The share of Europe and other regions in the total store network will increase from around 30% for Circle K alone to approximately 60%.
For Couche-Tard, this means a significant increase in the importance of Central and Eastern Europe. At the same time, the revenue structure will change: the share of merchandise and services will grow, while the company’s relative dependence on fuel sales will decline.
According to data presented during the conference, the combined group would generate approximately $83.9 billion in pro forma revenue and around $7.8 billion in adjusted EBITDA before taking synergies into account.
Alex Miller argued that a greater share of non-fuel retail should improve the quality and resilience of financial results. Sales of products, food services and other offerings are expected to deliver higher margins and stronger growth prospects than the traditional fuel business.
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The history of investments in Żabka
Żabka was founded in 1998 by Polish entrepreneur Mariusz Świtalski. After several years of rapid expansion, in 2007 the investment group Penta Investments acquired 100% of the company’s shares from Świtalski & Synowie and the AIG fund. The value of the transaction was estimated at around €130 million, or more than PLN 500 million.
In 2011, Penta sold Żabka to the MidEuropa fund for an amount close to €400 million.
In 2017, Żabka was acquired by funds managed by CVC Capital Partners. The company’s value was estimated at more than €1 billion at the time. The next stage of investors’ partial exit was Żabka Group’s debut on the Warsaw Stock Exchange on October 17, 2024. The offering covered 300 million existing shares priced at PLN 21.50 each, with a total value of PLN 6.45 billion. CVC remained the company’s largest shareholder after the IPO.
Couche-Tard promises to protect what works
Concluding the presentation, Alex Miller returned to the topic of employees, franchisees and customers. He said that all integration decisions would focus primarily on ensuring business continuity.
“Our guiding principle will be to protect what makes Żabka unique,” he said.
The company is expected to continue operating independently under the leadership of its current management team. Żabka executives will remain responsible for implementing the strategy. Integration teams will be created, but their main task will be to identify best practices and long-term opportunities for creating value.
“We will put employees, franchisees and customers at the center of every decision,” Miller assured.
Key takeaways
- Alimentation Couche-Tard plans to acquire Żabka in a transaction valuing the Polish company’s equity at around $8.6 billion, or nearly PLN 32 billion. The Canadian group will offer PLN 32 per share and could quickly gain control of the company, as shareholders holding a combined stake of around 57% have agreed to sell their holdings. The acquisition is expected to close by the end of the fourth quarter of 2026, subject to regulatory approvals and the fulfillment of other transaction conditions.
- Couche-Tard says Żabka will retain its brand, franchise model, existing strategy and significant operational autonomy. The local management team will remain responsible for the company’s development. The planned CEO transition in 2027 is also expected to proceed according to earlier arrangements. These assurances are particularly important for around 11,000 franchisees. At this stage, however, they remain declarations from representatives of both companies. Detailed rules for cooperation and integration are expected to be developed after the transaction closes.
- For Couche-Tard, the acquisition of Żabka is not just about buying a large retail chain, but primarily about investing in technology, food services, loyalty programs and data analytics. The Canadian group expects around $250 million in annual synergies and wants to use Żabka’s solutions in other markets. In return, the Polish company could gain access to Couche-Tard’s international structures, regulatory expertise and global experience. The combination will increase the importance of Europe and non-fuel retail within the Canadian group’s operations. It could also help Żabka expand beyond Poland and Romania.