7-Eleven, Inc. and its parent company, Seven & i Holdings Co., Ltd., have agreed to pay $4.5 million to settle allegations that the convenience store chain violated a Federal Trade Commission (FTC) consent order, marking the largest civil penalty ever collected for a prior-notice order violation.
The settlement resolves a lawsuit filed by the FTC in 2023, which arose from a 2018 consent order addressing antitrust concerns related to 7-Eleven’s $3.3 billion acquisition of 1,100 retail fuel outlets from Sunoco. The FTC had concluded that the acquisition could harm competition and raise fuel prices in 76 local markets. As part of the consent order, 7-Eleven agreed to divest certain fuel outlets and provide prior notice to the FTC before acquiring additional competing fuel outlets in the designated markets.
The FTC’s complaint alleged that 7-Eleven acquired a fuel outlet in St. Petersburg, Florida, in December 2018 without providing the required prior notice. The Commission further found that 7-Eleven’s internal compliance controls were inadequate, and the company failed to implement meaningful systems to ensure adherence to the consent order. The FTC was first notified of the St. Petersburg acquisition over three years later, on 25 March 2022.
In addition to paying $4.5 million in civil penalties, 7-Eleven has agreed to divest the St. Petersburg outlet to a strong buyer and implement enhanced prior approval and notice procedures. These measures aim to prevent further consolidation in the local fuel markets covered by the 2018 consent order.
“Merger remedies that protect competition are only effective if companies abide by their terms,” said Daniel Guarnera, Director of the FTC’s Bureau of Competition. “7-Eleven failed to fulfill the terms of its consent order and is now paying a record price. The FTC will continue to hold parties accountable and enforce order violations to protect consumers.”
The FTC’s vote authorizing staff to file the stipulated final judgment and order for permanent injunction and civil penalty was 2-0.
The Commission emphasized that its mission is to promote competition and protect consumers, noting that it does not demand money, make threats, or solicit transfers outside legal settlements.