Clifford Chance advises TotalEnergies on the consummation of its agreements with Alimentation Couche-Tard for the setting up of a partnership in Belgium and Luxembourg and the sale of its retail networks in Germany and the Netherlands

TotalEnergies has completed the implementation of the agreements signed in March 2023 with Canadian convenience store leader Alimentation Couche-Tard (“Couche-Tard”). The transaction, based on an enterprise value of €3.1 billion, was finalized in two steps: on December 28th 2023 with the transaction related to the network in Germany and on January 3rd 2024 with the transactions related to the networks in the Netherlands, Luxembourg, and Belgium.

The operation involved TotalEnergies’ retail networks in the following countries:

• In Germany and the Netherlands, TotalEnergies sold 100% of its retail networks to Couche-Tard.
• In Belgium and Luxembourg, TotalEnergies and Couche-Tard formed a joint venture (TotalEnergies 40%, Couche-Tard 60% shareholding respectively).

TotalEnergies will continue to supply fuel to the service stations in these four countries for at least five years, notably from its refineries in Antwerp (Belgium) and Leuna (Germany).

Clifford Chance advised TotalEnergies with a multidisciplinary and cross-border team, led out of Paris, by Marianne Pezant and Gilles Lebreton (partners), Adeline Nayagom (counsel) and Louise Brunie Jean Charles (associate) on the M&A aspects, with the support of Eric Davoudet (partner) on the tax aspects; Cécile Zoro (counsel) and Jocelyn Hagneau (senior associate) on the employment aspects; and Katrin Schallenberg (partner) on antitrust and foreign investment aspects.

The Amsterdam team included Jeroen Thijssen (partner) and Serkan Özel (counsel) on the corporate aspects; Floris van de Bult (partner), Astrid van Ommeren (counsel) and Najib Muslem (associate) on the employment aspects; and Michiel Sunderman (partner) and Stern Flik (senior associate) on tax aspects.

The Brussels team included Xavier Remy (partner) and Haaike Wouters (lawyer) on the corporate aspects; Gert Cuppens (counsel) and Maxime Nyamabu (lawyer) on the employment aspects; and Alexandre Ooms (partner) and Stijn Van Walleghem (lawyer) on tax aspects.

The Frankfurt team included Thomas Krecek and Moritz Petersen (partners), Annette Röhder and Natalie Hemberger (senior associates) as well as Niklas Schmitz (transaction lawyer) on the corporate aspects; Stefan Simon (partner) on the employment aspects; Amrei Fuder (counsel) on the real estate aspects; Holger Lutz (partner) and Nadine Neumeier (counsel) on commercial aspects; and Olaf Mertgen (partner) and Christian Klein (senior associate) on tax aspects.

The Luxembourg team included Katia Gauzès (partner) and Dunja Pralong – Damjanovic (counsel) on the corporate aspects; John Ted (senior associate) on the employment aspects; Geoffrey Scardoni (partner) and Josselin Badoc (counsel) on tax aspects; and Sébastien Schmitz (senior counsel) and Alma Custovic (senior associate) on real estate, planning law and environmental aspects.