A retail analyst predicts that the proposed 7-Eleven buyout deal may face anti-trust scrutiny.

• To succeed with Alimentation Couche-Tard's acquisition of 7-Eleven's owner, divestment and antitrust regulators' approval would likely be necessary, according to Bryan Gildenberg of Retail Cities.
• If the deal were finalized, it would be the largest foreign acquisition of a Japanese company and may lead to additional acquisitions in the country, as predicted by Gildenberg.

The acquisition of Japanese rival and 7-Eleven owner by Circle K operator Alimentation Couche-Tard is likely to attract antitrust scrutiny, particularly in the U.S., according to a retail analyst.

"According to Bryan Gildenberg, managing director at Retail Cities, there will likely be regulatory issues and necessary divestments for the deal to succeed, as he stated on CNBC's "Street Signs Asia.""

Gildenberg anticipates that the American Federal Trade Commission will have a strong stance on the potential merger of 7-Eleven and Circle K, while Japanese regulators will also have concerns.

On Monday, Seven & i Holdings announced that it had received a preliminary takeover offer from Canada's Couche-Tard. Although Couche-Tard confirmed making a "friendly, non-binding proposal," they did not disclose the amount they were willing to pay for the company.

If a deal were to occur, the combined company would have a 12.3% market share in the U.S. convenience store industry, making it the second largest player after , with a 1.7% share, according to a Monday note from Canaccord Genuity Capital Markets.

Gildenberg stated that antitrust risks in the U.S. would be particularly high in Florida and Texas due to the significant overlap of stores in these regions.

Despite having fewer stores globally, Couche-Tard has a higher valuation of $57 billion compared to Seven & i Holdings' $38 billion.

On Monday, Seven & i shares experienced a 23% increase in trading, while Couche-Tard suffered a 2% loss due to news of a proposed bid. On Tuesday, Seven & i shares dropped nearly 11%.

If the deal were finalized, it would be the largest foreign acquisition of a Japanese company and may lead to additional acquisitions in the country, according to Gildenberg.

Japan, being the third largest market in the world and one of the least penetrated by global companies, is an attractive option for international expansion, with almost all of its top retailers being domestic names.

"The chance to enter that market with its vastness is highly significant."

GetGo, a US-based convenience retail and fueling company with approximately 270 locations, was acquired by Couche-Tard.

Gildenberg suggests that Couche-Tard is aiming to enhance its food services offerings, which is a strength of both GetGo and 7-Eleven.