Costa Coffee Auction at Crossroads: TDR Capital Faces Last-Minute Negotiations as Coca-Cola Seeks Exit

The highly anticipated sale of Costa Coffee has reached a critical juncture, with Coca-Cola and private equity firm TDR Capital engaged in weekend negotiations to salvage what appears to be a collapsing deal. According to recent reports, price disagreements between the beverage manufacturer and its financial advisers at Lazard have become the primary stumbling block in finalizing the transaction.

Background: Why Coca-Cola is Divesting Costa

Coca-Cola acquired Costa Coffee from Whitbread, the Premier Inn owner, in 2018 for £3.9 billion—a hefty sum that has proven difficult to justify given subsequent market performance. The coffee chain, positioned somewhere between premium brands like Calypso Coffee and mass-market leaders such as Greggs, has faced mounting pressure from independent café operators and established competitors. This strategic misstep has prompted management to seek an exit, with the company currently asking approximately £2 billion for the business.

The Current Negotiation: TDR Capital’s Conditional Interest

TDR Capital, which owns supermarket chain Asda, emerged this week as Coca-Cola’s preferred bidder after a board meeting in New York. However, the two parties remain at loggerheads over valuation. The proposed structure would allow Coca-Cola to retain a minority equity stake in Costa, with the percentage potentially adjusted in the beverage giant’s favour to bridge the price gap. Despite these potential compromises, fundamental disagreements persist about what constitutes fair value for an underperforming asset.

Competitive Landscape: A Crowded Market

The auction process initially attracted significant interest from major financial players. Bain Capital’s specialized division, which maintains portfolios including Gail’s and PizzaExpress, was among the contenders. Centurium Capital, the private equity owner of China’s Luckin Coffee chain, also submitted bids. However, the process has seen notable withdrawals—both Apollo and KKR exited in recent months, signalling lukewarm investor appetite for Costa’s operations.

TDR’s current focus remains on acquiring Costa’s UK and international holdings, with Chinese operations specifically excluded from the proposed purchase.

Timeline and Decision Point

Board members and stakeholders anticipate a final decision on whether to proceed, restructure, or abandon the sales process entirely within the coming week. The outcome will likely determine not only Costa Coffee’s future but also Coca-Cola’s broader portfolio strategy in the competitive global beverages sector.