Japanese retail giant Seven & i Holdings, which owns 7-Eleven, has reached a deal to buy the gas station chain Speedway from Marathon Petroleum, the companies announced.

In a statement, 7-Eleven said it would acquire approximately 3,900 Speedway stores in 35 states for $21 billion in cash. The company currently has over 9,800 stores in the U.S. and Canada. It said, following the deal, that 7-Eleven will have a presence in 47 of the top 50 most populated metro areas in the U.S.

“This acquisition is the largest in our company’s history and will allow us to continue to grow and diversify our presence in the U.S., particularly in the Midwest and East Coast,” Chief Executive Officer Joe DePinto said.

Seven & i said it would finance the deal through debt and loans, and that it planned to lower its debt-to-EBITDA ratio to below 3 within two years.

Marathon Petroleum last October announced it was planning to spin off Speedway, amid pressure from the activist investor Elliott Management. In September, Elliott sent a public letter to the board of Marathon calling on the company to split up into three independent businesses to remedy the company’s “chronic underperformance.”

At the time, Elliott said the company would unlock more than $22 billion in value with no change in operating assumptions.

Marathon said the deal is expected to result in after-tax cash proceeds of approximately $16.5 billion, which it expects to use to repay debt to protect its investment-grade credit profile and return capital to shareholders.

The deal is expected to be completed in the first quarter of 2021.

Shares of Seven & I Holdings shares fell nearly 9% in trading in Tokyo on Monday, its biggest one-day percentage drop since March. They rallied to close down just under 5%.

Marathon shares were up 1.5% at 1:30 p.m.

(Photo by Noam Galai/Getty Images)

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