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Australian fuel giant Ampol (ASX: ALD) has secured regulatory approval for its $1.1 billion acquisition of EG Australia, but the competition watchdog has forced the company to divest more than double the number of retail fuel sites it originally proposed as a condition of the deal.
The Australian Competition and Consumer Commission (ACCC) has given the green light on the condition that Ampol sell 41 retail fuel sites to Metro Petroleum operator Dib Group, up from the 19 sites Ampol initially offered to offload during the regulator's Phase 1 assessment.
The ACCC identified 39 local markets where competition would be substantially lessened without the divestiture.
The deal, first announced on 14 August 2025, will make Ampol Australia's largest fuel retailer by site count, combining its existing network of 576 Ampol-branded and 46 U-GO sites with EG Australia's 512 retail fuel locations.
Completion is targeted for 30 June this year.
Ampol has exercised its option to cash-settle the scrip component of the transaction, converting 9.18 million shares at about $34.28 per share along with a net cash consideration of $1.115 billion.
“This transaction is a major step in delivering Ampol’s strategy by strengthening our retail network and enhancing our segmented customer offer," says Ampol CEO Matt Halliday.
"The performance of our existing U-GO sites also gives us greater confidence in delivering the expected synergies from the transaction and creating value for Ampol shareholders.
“EG Australia is a business that we know well, and the acquisition is consistent with our strategy to grow higher quality, more predictable retail fuel and convenience earnings.
“We are well advanced in our preparations for integration and look forward to welcoming the EG Australia team into Ampol.”
EG Australia is owned by EG Group, a UK-based independent fuel and convenience retailer with sites across Europe and North America.
The fuel operator began operations in Australia in 2019 when EG Group acquired Woolworths’ retail fuel and convenience sites.
Ampol is targeting synergies of $65 million to $80 million pre-tax following the acquisition which positions the transaction multiple post-synergy at 5.8 times, a figure Ampol says is financially disciplined given the scale of the network it is absorbing.
The ACCC's decision to more than double the required divestiture reflects the regulator's concern about the impact of industry consolidation on fuel prices at a time of heightened cost-of-living pressure.
The watchdog escalated its review to a Phase 2 assessment earlier this year after raising concerns about reduced competition in dozens of local markets.
ACCC Commissioner Dr Philip Williams says the regulator is satisfied the divestiture undertaking will address competition concerns, noting Metro Petroleum, which operates more than 300 sites nationally, will be a "strong, independent and viable long-term competitor" in the affected markets.
“Without the conditions, the ACCC considered the acquisition could have the effect of substantially lessening competition in the retail supply of petrol or diesel in 39 local markets, where 41 EG Australia sites overlap with Ampol sites,” says Williams.
“The ACCC was concerned the acquisition could materially reduce competition and reduce choice for Australian motorists.
"We are very conscious of community concern about fuel prices and cost of living, and we are continuing to closely monitor and report on the fuel industry.”
The financial terms of the 41-site sale to Dib Group have not been disclosed, and Ampol has not quantified the earnings impact of divesting more than twice the number of sites it had originally planned.
The acquisition of EG Australia comes on the heels of a strong trading period for Ampol.
The company's first-quarter 2026 update showed Lytton refiner margins surging more than 300 per cent as geopolitical disruption in the Middle East reshaped global fuel supply chains, underpinning robust cash generation across the group.
Completion of the EG Australia deal remains subject to satisfaction of customary closing conditions ahead of the 30 June target date.
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