Motor Fuel Group’s £1.2 billion acquisition of MRH

Goldman Sachs International, RBC Capital Markets and Investec Bank plc served as M&A advisors, and Clifford Chance and Debevoise & Plimpton served as legal advisors to MFG. MFG received due diligence support from Alix Partners, Ernst & Young and McKinsey & Company. Lazard served as M&A advisers, and Weil, Gotshal & Manges provided legal advice to MRH. MRH also received due diligence support from PwC and OC&C. Charles Russell Speechlys provided advice to MRH management. MFG management were advised by Dorsey & Whitney (Europe) LLP and Wyvern Partners.

Clayton, Dubilier & Rice-Backed Motor Fuel Group finalized the acquisition of MRH, the U.K.’s largest petrol station and convenience retail operator. The transaction will create the U.K.’s #1 operator by number of sites and #2 by fuel volume. MFG is owned by funds managed by Clayton, Dubilier & Rice. The transaction is valued at approximately £1.2 billion.

MFG and MRH together will operate more than 900 sites, which are predominantly company-owned and franchisee-operated and manage third-party fuel, convenience, and foodservice brands. These include fuel brands BP, Esso, Jet, Murco, Shell and Texaco and retail brands Budgens, Costa Coffee, Greggs, Spar and Subway, as well as the MRH-owned brand, Hursts. On a combined basis, MFG and MRH sold approximately 3.6 billion litres of fuel in 2017.

Alasdair Locke, Chairman of MFG, will remain Chairman of the combined business. Sir Terry Leahy, a Senior Advisor to CD&R’s funds and former chief executive of Tesco, will continue to serve on the board of directors and chair the Executive Committee of the Board.

MFG is the second largest independent forecourt operator in the U.K. with 439 stations operating under the BP, Shell, Esso, Texaco, JET and Murco fuel brands. MFG offers the Murco brand through a network of 200 dealers and its retail offerings include Subway and Costa Coffee.

Debevoise advised MFG on the financing aspects of the MRH acquisition with Alan J. Davies, Almas Daud and Gregg Young. Tax structuring advice was provided by partner Matthew D. Saronson.

 

Involved fees earner: Alan Davies – Debevoise & Plimpton; Almas Daud – Debevoise & Plimpton; Gregg Young – Debevoise & Plimpton; Matthew Saronson – Debevoise & Plimpton;

Law Firms: Debevoise & Plimpton;

Clients: Motor Fuel Group;

 

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