Viva Energy Group Limited (ASX:VEA) entered into a binding agreement to acquire the OTR Group from Peregrine Corporation for AUD 1.15 billion on April 5, 2023. The consideration will be funded through AUD 1 billion of debt and working capital, and an equity component of AUD 150 million to be issued to the sellers. The debt component will be funded through existing debt facilities plus bridging finance, with long-term debt facilities put in place over time. Of the equity component, 50% will be escrowed for a 12-month period following completion and the remainder will be escrowed for a 24-month period. The acquisition will be funded by a new standalone term debt facility of AUD 600 million together with utilizing capacity in our existing debt facilities of AUD 700 million. The ACCC will not oppose Viva Energy's proposed acquisition of OTR group, after accepting a court enforceable undertaking that commits viva energy to divest 25 Coles Express sites in South Australia.

Approximately 6,500 OTR team members and support center staff will join the Viva Energy Group on their current terms and conditions. Viva Energy will retain the OTR head office in Adelaide which, along with the existing Melbourne-based team, will service the Group?s Convenience and Mobility business over time. Transaction is subject to subject to customary FIRB and ACCC approvals, and is expected to close in the second half of 2023. As of November 9, 2023, the transaction is expected to close in first half of 2024. As of March 21, 2024, Foreign Investment Review Board (FIRB) approved the deal. Jacob Kahwaji, Elizabeth Hill and Marcus Berghouse of Clifford Chance, Sydney acted as legal advisors for Viva Energy. Gilbert and Tobin acted as legal advisor to Peregrine Corporation.

Viva Energy Group Limited (ASX:VEA) completed the acquisition of OTR Group from Peregrine Corporation for AUD 1.21 billion on March 28, 2024.