Valvoline closes $637M Breeze acquisition, adds 159 net stores; FTC divestiture drives $58M loss

Filed May 7, 2026 · Period ending March 31, 2026 · Compared to 10-Q May 8, 2025 · ~2 min read

Key Changes

• high

  Closed Breeze Autocare acquisition Dec 2025 for $637M, adding 204 stores; FTC required immediate sale of 45 stores, resulting in $58M pre-tax loss as proceeds ($32M) fell short of fair value ($90M) under compressed regulatory timeline.

  Notes: Breeze acquisition & FTC divestiture view on EDGAR →
• high

  Issued $740M seven-year Term Loan B (5.7% rate) to fund acquisition; total debt rose from $1,076M to $1,658M, while net interest expense jumped $19M year-over-year to $53M for six months.

  Notes: Term Loan B financing view on EDGAR →
• high

  Six-month operating income fell 50% to $104M despite 18% revenue growth, driven by $116M adverse swing in Other income (prior-year $73M gain on store sale vs. current $58M Breeze divestiture loss).

  Notes: Operating income decline view on EDGAR →