Performance Food Group Co. said Tuesday it has agreed to acquire Core-Mark Holding Co. Inc. in a cash-and-stock deal valued at $2.5 billion. Under the terms of the deal, Core-Mark shareholders will receive $23.875 per share in cash and 0.44 Performance Food shares for each Core-Mark share owned. Core-Mark shareholders will own 13% of the combined company. Core-Mark expects to pay its quarterly dividend through the completion of the deal, which is expected in the first half of 2022. “The transaction will create a best-in-class convenience business within PFG’s Vistar segment that will include the Core-Mark and Eby-Brown businesses,” the companies said in a joint statement. “The expanded convenience business will operate under the Core-Mark brand and will be headquartered in Westlake, Texas with Eby-Brown maintaining ongoing operations in Naperville, Illinois.” Scott McPherson will remain president and CEO of Core-Mark, while Tom Wake will remain as president and CEO of Eby-Brown. Performance Foods expects the deal to add $17 billion to sales and to boost adjusted per-share earnings in the first full year after close. Core-Mark is one of the bigger wholesale distributors to convenience stores in North America. Core-Mark shares were halted for the news. Performance Food shares were slightly lower, but are up about 9% year-to-date, while the S&P 500 has gained 12.2%.
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