Top 2 Major 2025 Fuel & Convenience Store M&A Deals Reshaping Retail Strategy

In 2025, the convenience-store and fuel retail sectors saw two major M&A transactions that underscore evolving imperatives for scale, diversification, and margin expansion. First, Sunoco LP’s acquisition of Parkland Corp., valued at ~US$9.1 billion including debt, closed on October 31, 2025, and makes the merged entity the largest independent fuel distributor in the Americas. Parkland shareholders were offered a mix of cash and newly formed SUNCorp equity, with a 25% premium relative to the 7-day VWAP as of early May. The deal promises immediately accretive distributable cash flow, targets US$250 million in run-rate synergies by year three, and anticipates returning to a leverage ratio around 4× within 12–18 months post-close.

Meanwhile, RaceTrac’s acquisition of Potbelly for US$566 million, also closing in Q4 2025, marks a meaningful move by a fuel/convenience retailer to acquire a fast-casual food concept. Potbelly has ~445 stores and a franchise development pipeline aimed at 2,000 units. The purchase price of US$17.12 per share represents approximately a 47% premium over Potbelly’s 90-day VWAP, and implies RaceTrac believes that integrating foodservice or leveraging Potbelly’s brand can enhance margins and broaden consumer engagement beyond fuel retailing alone.

Strategic implications from these deals include the increasing importance of scale in fuel distribution to absorb infrastructure, supply chain, and regulatory costs—especially as energy transitions accelerate. The foodservice angle, seen in RaceTrac-Potbelly and also growing among fuel retailers, offers higher margin potential and better differentiation. However, the risk for Sunoco lies in managing integration and leverage—its capital raising ahead of the Parkland close included US$3.4 billion in senior notes and preferred units to fund the cash portion. For RaceTrac, preserving Potbelly’s identity while achieving operational synergies without diluting brand value will be critical.

Additional open questions include: Will SUNCorp’s new structure as a Delaware LLC treated as a corporation for tax purposes create complexities for U.S. and Canadian governance, regulatory, or investor expectations? How will regulatory bodies view further consolidation, particularly in fuel retailing where antitrust and environmental regulation loom? And finally, in an era of inflationary input costs, changing consumer behavior, and supply chain disruption, can these larger platforms deliver sustained margin improvement and cash generation?