• Client: Revere Gas, Inc.
• Location: Hartfield, VA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Dixie Fuel Company and Natural Gas Company of Virginia, Inc., d/b/a Mr. Able Propane
• Close Date: August 2017

Situation
Revere Gas approached Matrix during the first quarter of 2017 regarding two propane acquisition opportunities- Natural Gas Company of Virginia (d/b/a Mr. Able Propane), based in Richmond, Virginia and Dixie Fuel Company, based in Newport News, Virginia.

Both Mr. Able Propane and Dixie Fuel Company supplied propane to residential, commercial, and industrial customers. Revere targeted the acquisitions due to their attractive customer base and geographic location relative to Revere’s existing operations in eastern Virginia. In the aggregate, Mr. Able Propane and Dixie Fuel Company served approximately 4,300 customers.

Objective
Matrix was engaged to advise Revere on the valuation of each target company, to negotiate and structure the terms of the asset purchase agreement, and to assist Revere with obtaining debt financing to fund the transactions.

Solution
Matrix developed a comprehensive financial model to evaluate each acquisition on a standalone basis and to analyze the projected consolidated performance of Revere, Mr. Able Propane, and Dixie Fuel Company post-acquisition. The acquisition analysis included several unique financing scenarios in order to identify the optimal capital structure, to estimate returns on equity for Revere and its shareholders, and to determine the required debt financing

Matrix assisted in the negotiation of the letter of intent and the terms of the asset purchase agreement for the Mr. Able transaction

After the asset purchase agreements were executed, Matrix developed a presentation outlining the key highlights of both acquisitions and the projected performance of the consolidated entity post-close. Alongside Revere’s management, Matrix presented the financial model to Revere’s commercial lender to help secure the senior term loan to fund the transactions.

Revere Gas closed on Dixie Fuel Company in June 2017 and Mr. Able Propane in August 2017.

• Client: Superior Transport, Inc.
• Location: Rome, GA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Empire Petroleum Partners, LLC
• Close Date: June 2017

Situation
The shareholders of Superior Transport, Inc., d/b/a STi Fuels, (“STi” or the “Company”) desired to sell their consignment and wholesale motor fuels supply business and the related transportation assets after many years successfully building the business.

Based in Rome, Georgia, STi was a leading petroleum marketer serving northern Alabama, northwestern Georgia, and southern Tennessee and distributing over 75 million gallons of motor fuels annually primarily through its proprietary Hi-Tech and Smile brands. The Company was also a jobber for both Shell and BP and provided unbranded fuels to customers using their own flags. At the time of the sale, STi retailed fuels through 47 consignment accounts and supplied wholesale fuels to 77 customers. The Company operated a trucking division that hauled fuel to its sites in Georgia and Tennessee, and the Company also operated a commercial fuels business under the Enterprise Oil trade name. Through separate LLCs, STi’s shareholders owned the real estate at several of the consignment and dealer sites.

Objective
To customize, execute, and complete a sale process that would allow the shareholders to realize maximum value for the assets of the Company and their related real estate holdings.

Solution
Matrix provided merger and acquisition advisory services to STi, which included valuation advisory, marketing of the Company through a customized, confidential, structured sale process, and negotiation of the transaction.

Matrix solicited offers that included the real estate owned by the shareholders as well as offers for STi’s fuel supply assets without the real estate. A number of competing offers were received, and after further negotiations with various potential buyers, Empire Petroleum Partners, LLC was selected as the purchaser for STi’s consignment and wholesale motor fuels supply business and the related transportation assets. STi retained the Enterprise Oil commercial fuels business, and the shareholders retained their real estate holdings to maintain the rental income stream.

Matrix assisted in the negotiation of the purchase agreement and coordinated the due diligence and closing process.

The transaction closed in June 2017.

• Client: Leonard E. Belcher, Inc.
• Location: Springfield, MA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Petroleum Marketing Group, Inc.
• Close Date: April 2017

• Client: Bradley Petroleum, Inc. and Sav-O-Mat
• Location: Centennial, CO
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Stinker Stores, Inc.
• Close Date: February 2017

Situation
Headquartered in Denver, Colorado, Bradley Petroleum, Inc. and Sav-O-Mat, Inc. (“Bradley” or the “Company”) span over a 100 year history, and four generations, in the petroleum marketing and convenience retailing industry, including owning and operating the first Denver-based gas station in 1912.

Over recent decades, Buzz and Brad Calkins continued the Company’s growth by expanding further west, and south into New Mexico.

Matrix performed a valuation of the Company and advised on a possible sale process.  After undertaking various gift and estate tax planning measures, the shareholders of Bradley decided it was time to sell the Company in order to exit the industry and diversify their family wealth.

Objective
To customize, execute and complete a confidential sales process that would allow Bradley’s shareholders to realize maximum after-tax value for the Company.

Solution
Matrix provided merger and acquisition advisory services to Bradley, which included valuation advisory, marketing of the Company through a customized, confidential, structured sale process, and negotiation of the transaction.

Multiple offers were received and after further negotiations with various potential buyers, Stinker Stores, Inc. (“Stinker Stores”) was selected as the acquirer.

Matrix assisted in the negotiation of the purchase agreement and coordinated due diligence and closing process.

The transaction with Stinker Stores closed in February of 2017.

• Client: Leonard E. Belcher, Inc.
• Location: Springfield, MA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Sprague Operating Resources LLC
• Close Date: February 2017

• Client: Campbell Oil Company
• Location: Masillon, OH
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Lykins Energy Solutions
• Close Date: December 2016

Situation
Headquartered in Massillon, Ohio, Campbell Oil Co. (“Campbell Oil” or the “Company”) was founded in 1939 by Chester Campbell as a distributor of gasoline, kerosene and fuel oil. The Company experienced significant growth organically and through acquisitions in the 1980s and 1990s, when it made a serious commitment to being a convenience retailer.

Brian Burrow, President of Campbell Oil, has continued the Company’s growth by shaping a successful retail strategy to become a preeminent convenience brand in Ohio.

The shareholders of Campbell Oil decided it was time to exit the heating oil and commercial fuels business, in order to reinvest additional capital into its faster growing, 56-unit convenience retail chain trading as BellStores®.

Objective
To customize, execute and complete a confidential sales process that would allow Campbell Oil’s shareholders to realize maximum after-tax value for the heating oil and commercial fuels business.

Solution
Matrix provided merger and acquisition advisory services to Campbell Oil, which included valuation advisory, marketing of the assets through a customized, confidential, structured sale process, and negotiation of the transaction.

Multiple offers were received and after further negotiations with various potential buyers, Lykins Energy Solutions (“Lykins Energy”) was selected as the purchaser.

Matrix assisted in the negotiation of the purchase agreement and coordinated due diligence and closing process.

The transaction with Lykins Energy closed in December of 2016.

• Client: 7-Eleven, Inc.
• Location: Irving, TX
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Parkland Fuel Corporation
• Close Date: December 2016

Situation
7-Eleven, Inc. (“7-Eleven” or the “Company”) acquired CST Brands, Inc.’s (“CST”) West Coast Portfolio, which consisted of seventy-six stores in California and three stores in southeastern Wyoming. The transaction between 7-Eleven and CST closed on July 7, 2016.

The three stores located in Wyoming included two truck stops, one of which was a recently redeveloped 10,300 square foot facility, and one high-volume convenience store.

Due to the fact that 7-Eleven did not operate any stores in Wyoming at the time of the closing on CST’s West Coast Portfolio, it entered into an agreement with CST to have CST continue to operate the three stores located in Wyoming through a temporary lease agreement until the Company determined the best course of action for these stores.

7-Eleven determined it was in its best interest to divest of these Wyoming properties due to its lack of store concentration around these markets.

Objective
To customize, execute, and complete an expedited sale process that would allow 7-Eleven to realize maximum value for these Wyoming assets prior to the expiration of the temporary lease agreement with CST.

Solution
Matrix provided merger and acquisition advisory services to 7-Eleven, which included valuation advisory, marketing of the assets through a customized, confidential, structured sale process, and negotiation of the transaction.

Matrix contacted a select group of national and regional strategic buyers who had the financial capacity to complete the transaction. Several competing offers were received, and Parkland Fuel Corporation (TSE: PKI) was selected as the purchaser.

Matrix assisted in the negotiation of the purchase agreement and helped coordinate the due diligence and closing process.

The transaction closed in December 2015, five months after Matrix was engaged to conduct the sale process.

• Client: F.L. Roberts and Company, Inc.
• Location: Springfield, MA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Atlantic Coast Enterprises, LLC.
• Close Date: October 2016

Situation
After retaining Matrix to perform a valuation of F.L. Roberts and Company, Inc. (“F.L. Roberts” or the “Company”), the majority shareholder of F.L. Roberts decided it was time to sell the Company’s assets in order to retire and diversify the family wealth.

The Company, headquartered in Springfield, MA, owned and operated a chain of 26 convenience stores and retail fuel outlets, 22 Golden Nozzle car washes, and 9 Jiffy Lube quick lube facilities primarily in the greater Springfield, MA and Hartford, CT markets .

The Company also operated a wholesale motor fuels distribution business and a fuels transportation business in these markets, which one of the Company’s principals desired to acquire from the Company and continue to grow.

Objective
To customize, execute, and complete a sale process that would allow F.L. Roberts to realize maximum value for their convenience store, car wash, and Jiffy Lube assets.

Solution
Matrix provided valuation guidance to F.L. Roberts’ shareholders and then structured a multifaceted sale process designed to maximize value by driving competition for each of the Company’s divisions. In order to effectively market the businesses, it was important to position the Company’s rewards program that was utilized in all of its divisions in a way that allowed the program to continue post-transaction, even if the businesses were sold to different buyers.

Matrix contacted a select group of regional and national petroleum marketers/convenience store operators, car wash companies, Jiffy Lube franchisees, and private equity groups. Prospective buyers could submit offers for all of the convenience store, car wash, and Jiffy Lube assets together as one portfolio or offers for one or more of the divisions.

Matrix received several competing offers for the entire portfolio, the convenience store division, the combined convenience store and car wash divisions, and the Jiffy Lube division.

After management meetings with certain groups, a second round of offers, and further negotiations with each party, Nouria Energy Corporation was selected to acquire the convenience store and car wash divisions and Atlantic Coat Enterprises, LLC was chosen to purchase the Jiffy Lube assets.

Matrix assisted in the negotiations of the purchase agreements and helped coordinate the closings. Both transactions closed in October 2016.

• Client: F.L. Roberts and Company, Inc.
• Location: Springfield, MA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Nouria Energy Corporation
• Close Date: October 2016

Situation
After retaining Matrix to perform a valuation of F.L. Roberts and Company, Inc. (“F.L. Roberts” or the “Company”), the majority shareholder of F.L. Roberts decided it was time to sell the Company’s assets in order to retire and diversify the family wealth.

The Company, headquartered in Springfield, MA, owned and operated a chain of 26 convenience stores and retail fuel outlets, 22 Golden Nozzle car washes, and 9 Jiffy Lube quick lube facilities primarily in the greater Springfield, MA and Hartford, CT markets .

The Company also operated a wholesale motor fuels distribution business and a fuels transportation business in these markets, which one of the Company’s principals desired to acquire from the Company and continue to grow.

Objective
To customize, execute, and complete a sale process that would allow F.L. Roberts to realize maximum value for their convenience store, car wash, and Jiffy Lube assets.

Solution
Matrix provided valuation guidance to F.L. Roberts’ shareholders and then structured a multifaceted sale process designed to maximize value by driving competition for each of the Company’s divisions. In order to effectively market the businesses, it was important to position the Company’s rewards program that was utilized in all of its divisions in a way that allowed the program to continue post-transaction, even if the businesses were sold to different buyers.

Matrix contacted a select group of regional and national petroleum marketers/convenience store operators, car wash companies, Jiffy Lube franchisees, and private equity groups. Prospective buyers could submit offers for all of the convenience store, car wash, and Jiffy Lube assets together as one portfolio or offers for one or more of the divisions.

Matrix received several competing offers for the entire portfolio, the convenience store division, the combined convenience store and car wash divisions, and the Jiffy Lube division.

After management meetings with certain groups, a second round of offers, and further negotiations with each party, Nouria Energy Corporation was selected to acquire the convenience store and car wash divisions and Atlantic Coat Enterprises, LLC was chosen to purchase the Jiffy Lube assets.

Matrix assisted in the negotiations of the purchase agreements and helped coordinate the closings. Both transactions closed in October 2016.

• Client: State Oil Company
• Location: Libertyville, IL
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: CrossAmerica Partners LP (NYSE:CAPL)
• Close Date: September 2016

Situation
State Oil Company (“State Oil” or the “Company”) and Matrix’s relationship dates back to 2011 when the Company originally retained Matrix to perform a valuation of its retail and wholesale fuels distribution assets. In conjunction with this corporate valuation, Matrix helped State Oil review a potential sale of the Company, but the Company’s shareholders decided to retain the business and make operational improvements.

As result of its previous experience with Matrix, State Oil again reviewed a potential sale of the Company with Matrix in 2014 and once again in 2015. This last review ultimately resulted in the Company’s shareholders deciding it was time to sell the Company.

Objective
To customize, execute, and complete a sale process that would allow State Oil to realize the maximum value for its retail and fuels distribution assets.

Solution
Matrix provided merger and acquisition advisory services to State Oil, which included valuation advisory, marketing of the Company through a customized, confidential, structured sale process, and negotiation of the transaction.

Matrix executed a highly confidential sale process by contacting select national and regional strategic buyers who had the financial capacity to complete the transaction.

Multiple competing offers were received and CrossAmerica Partners LP (NYSE: CAPL) was selected to purchase State Oil’s retail and wholesale fuels distribution assets.

Matrix assisted in the negotiation of the purchase agreement and coordinated the due diligence and closing process.

The transaction with CrossAmerica Partners LP closed in September 2016.

• Client: Mutual Oil Co., Inc.
• Location: Brockton, MA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Truman Arnold Companies
• Close Date: June 2016

Situation
Mutual Oil Co., Inc. (“Mutual”) decided to sell its unbranded refined petroleum products distribution business in order to make a complete industry exit and provide capital to its owners for retirement. At the time of the sale Mutual sold close to 650 million annual gallons of primarily gasoline and diesel motor fuel, to single and multi-site dealers, high volume retailers, resellers, commercial entities, governments and municipalities, and marinas. After successfully divesting Mutual’s retail operations (in 2013) and branded contract dealer and transportation businesses (in 2015), Matrix was retained to sell Mutual’s remaining distribution business.

Objective
To customize, execute and complete a sales process that would protect Mutual’s non-contract customers while realizing the maximum value for its unbranded refined petroleum product distribution business.

Solution
Matrix provided Mutual with merger and acquisition advisory services, which included valuation advisory, transaction structuring, marketing and assistance in the negotiation of the purchase agreement.

Matrix executed a highly confidential sale process by contacting select national and regional wholesale fuels distributors that had the financial capacity to complete the transaction.

Multiple offers were received and Truman Arnold Companies (“TAC”) was selected to purchase Mutual’s business.

Matrix assisted in the negotiation of the purchase agreement and coordinated due diligence, which resulted in the transition of the majority of Mutual’s employees and limited customer interruption.

The transaction with TAC closed in May of 2016.

• Client: District Petroleum Products, Inc.
• Location: Huron, OH
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Dunne Manning, Inc.
• Close Date: May 2016

Situation
Huron, Ohio-based District Petroleum Products, Inc. (the “Company” or “DPP”) was founded in 1951. In its early years, DPP operated as a small Shell jobbership, distributing gasoline to dealer-operated locations, as well as retailing home heating oil to residential customers and supplying lubricants to industrial accounts. In 1976, the Hy-Miler brand was born, and as DPP added new locations to its Shell jobbership, Hy-Miler eventually became the name of the Company’s owned and operated convenience store chain.

Over the next three decades, the Company grew its Hy-Miler chain to 22 stores, while continuing to distribute and transport motor fuels to dealers and marinas throughout Ohio. In addition to third party dealers and marinas, DPP also hauled motor fuel to its Hy-Miler stores via its own transportation fleet.

Matrix was retained to perform a valuation of the Company and advise on a possible sale process. Thereafter, the shareholders of DPP ultimately decided it was time to sell the Company in order to exit the industry and diversify their family wealth.

Objective
To customize, execute and complete a confidential sales process that would allow DPP’s shareholders to realize maximum after-tax value for the Company.

Solution
Matrix provided merger and acquisition advisory services to the Company, which included valuation advisory, marketing of the Company through a customized, confidential, structured sale process, and negotiation of the transaction.

Multiple offers were received and after further negotiations with various potential buyers, Dunne Manning, Inc. (“Dunne Manning”) was selected as the purchaser.

Matrix assisted in the negotiation of the purchase agreement and coordinated the due diligence and closing process.

The transaction with Dunne Manning closed in May of 2016.

• Client: Harbor Petroleum of New England, Inc.
• Location: Naugatuck, CT
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: 7-Eleven, Inc., and its wholly owned subsidiary SEI Fuels
• Close Date: May 2016

• Client: Alta East, Inc.
• Location: Middletown, NY
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: A subsidiary of Sunoco LP (NYSE: SUN)
• Close Date: December 2015

Situation
Alta East, Inc. (“Alta East” or the “Company”), with roots dating back to 1929, operated a fuels distribution and transportation business that was located primarily in the Hudson Valley of New York, from the greater New York City metropolitan area to just north of Lake George, New York

After substantially growing the business through an acquisition in 2013, the Company’s sole shareholder, D.W. Porto, contacted Matrix regarding his desire to sell the Company’s fuels distribution and transportation businesses in order to redeploy capital to other non-petroleum related business segments

Objective
To create, manage, and execute on a confidential sale process that would allow Alta East to realize maximum value for its fuels distribution and transportation assets

Solution
Matrix provided merger and acquisition advisory services to Alta East, which included valuation advisory, marketing of the Company through a customized, confidential, structured sale process, and negotiation of the transaction

Several competing offers were received and after further negotiations with the various potential buyers, definitive purchase agreements were finalized with Susser Petroleum Operating Company, LLC, a wholly owned subsidiary of Sunoco LP (NYSE: SUN)

The transaction was structured with two purchase agreements that separately covered the Company’s fuels distribution and fuels transportation assets

Matrix advised Alta throughout the negotiation of the purchase agreement and coordinated the due diligence and closing process

Both components of the transaction closed on the same day in December 2015

• Client: Biscayne Petroleum, LLC & Everglades Petroleum, LLC
• Location: Miami, FL
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: 7-Eleven, Inc. and its wholly owned subsidiary, SEI Fuel Services, Inc.
• Close Date: November 2015

Situation
Biscayne Petroleum, LLC and Everglades Petroleum, LLC (collectively the “Company”) were formed in 2011 for the purpose of acquiring convenience stores and gas stations that were being sold by ExxonMobil Corporation. By operating the Company alongside its sister company, Victory Petroleum, Inc., the Company’s shareholders intended to hold both Biscayne Petroleum and Everglades Petroleum as long-term strategic investments.

Robust M&A activity in 2014 and early in 2015 led the shareholders to  believe that there might be a potential opportunity in the marketplace to exit at a very attractive valuation well before the shareholders’ expected holding period. Matrix was contacted to perform a valuation of the Company.

Matrix worked with Management to understand the assets and opportunity it presented for potential buyers and discussed the likely transaction value range along with a recommended sale process, which the owners decided to move forward on.

Objective
To maximize transaction proceeds in a sale of the Company.

Solution
Matrix provided merger and acquisition advisory services to the Company, which included valuation advisory, marketing of the Company through a customized, confidential, structured sale process, and negotiation of the transaction.

Matrix executed a highly confidential sale process by contacting select strategic, financial, and international buyers who Matrix knew would have an interest in C&G assets in these markets and had the financial capacity to complete the transaction.

Several, highly competitive offers were received and 7-Eleven, Inc. and its wholly owned subsidiary, SEI Fuel Services, Inc., were selected as the purchaser.

Matrix assisted in the negotiation of the purchase agreement and coordinated the due diligence and closing process.

The transaction closed in November 2015.

• Client: CrossAmerica Partners LP (formerly operated by wholly owned subsidiary, Petroleum Marketers, Inc.)
• Location: Roanoke, VA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Quarles Petroleum, Inc., Davenport Energy, Inc. and Woodfin Heating, Inc.
• Close Date: November 2015

Situation
In May of 2014, Lehigh Gas Partners LP (“Lehigh“), the predecessor of CrossAmerica Partners LP (the “Company” or “CrossAmerica”), purchased Petroleum Marketers, Inc. (PMI), which at the time operated convenience stores and a petroleum products distribution network. Shortly after the acquisition, CrossAmerica decided to divest the fuels transportation, residential heating oil and tank wagon commercial fuels businesses, which consisted of customers, bulk storage plants, operational facilities and fleet assets that served customers throughout the Commonwealth of Virginia. After successfully divesting select retail assets for Lehigh in 2010, Matrix was retained by the Company to advise and lead a competitive sales process for these PMI businesses.

Objective
To customize, execute, and complete a sale process that would allow CrossAmerica to realize the maximum value for its fuels transportation, residential heating oil and tank wagon commercial fuels businesses that were formerly operated by PMI.

Solution
Matrix provided merger and acquisition advisory services to CrossAmerica, which included valuation advisory, marketing of the Company through a customized, confidential, structured sale process, and negotiation of the transaction.

Several competing offers were received and after further negotiations with various potential buyers, Reliable Tank Line, LLC, a division of Quality Oil Company, LLC, was selected to purchase the fuels transportation business and Quarles Petroleum, Inc.; Davenport Energy, Inc.; and Woodfin Heating, Inc. were selected to purchase different branches of the heating oil and tank wagon commercial fuels business.

Matrix assisted in the negotiation of the purchase agreements for CrossAmerica and coordinated the due diligence and closing process.

Simultaneous transactions with the various buyers closed in October of 2015.

• Client: CrossAmerica Partners LP (formerly operated by wholly owned subsidiary, Petroleum Marketers, Inc.)
• Location: Roanoke, VA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Reliable Tank Line, LLC, a division of Quality Oil Company, LLC
• Close Date: November 2015

Situation
In May of 2014, Lehigh Gas Partners LP (“Lehigh“), the predecessor of CrossAmerica Partners LP (the “Company” or “CrossAmerica”), purchased Petroleum Marketers, Inc. (PMI), which at the time operated convenience stores and a petroleum products distribution network. Shortly after the acquisition, CrossAmerica decided to divest the fuels transportation, residential heating oil and tank wagon commercial fuels businesses, which consisted of customers, bulk storage plants, operational facilities and fleet assets that served customers throughout the Commonwealth of Virginia. After successfully divesting select retail assets for Lehigh in 2010, Matrix was retained by the Company to advise and lead a competitive sales process for these PMI businesses.

Objective
To customize, execute, and complete a sale process that would allow CrossAmerica to realize the maximum value for its fuels transportation, residential heating oil and tank wagon commercial fuels businesses that were formerly operated by PMI.

Solution
Matrix provided merger and acquisition advisory services to CrossAmerica, which included valuation advisory, marketing of the Company through a customized, confidential, structured sale process, and negotiation of the transaction.

Several competing offers were received and after further negotiations with various potential buyers, Reliable Tank Line, LLC, a division of Quality Oil Company, LLC, was selected to purchase the fuels transportation business and Quarles Petroleum, Inc.; Davenport Energy, Inc.; and Woodfin Heating, Inc. were selected to purchase different branches of the heating oil and tank wagon commercial fuels business.

Matrix assisted in the negotiation of the purchase agreements for CrossAmerica and coordinated the due diligence and closing process.

Simultaneous transactions with the various buyers closed in October of 2015.

• Client: Pester Marketing Company and Subsidiaries
• Location: Denver, CO
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: World Fuel Services, Inc.
• Close Date: October 2015

Situation
After retaining Matrix to perform multiple valuations over the past decade and to provide corporate finance advisory services for Pester Marketing Company (“Pester” or the “Company”) during its refinance in 2012, the shareholders and senior management of Pester decided it was time to sell the Company.

Founded in Iowa in 1955, Pester was built by respected energy industry leader, Jack Pester, Chairman, whose energy career has spanned more than 50 years. Mr. Pester’s diverse industry background throughout multiple segments of the energy stream provided him with the experience to integrate blending and terminaling operations to develop Pester into one of the largest, uniquely integrated privately-held convenience retailers and petroleum marketing companies in the U.S.

Objective
To customize, execute, and complete a confidential sale process that would allow Pester’s shareholders to realize maximum after-tax value for its retail, wholesale, and transportation businesses.  After a thorough tax analysis, it was determined an equity transaction was necessary due to the low tax basis of assets within the c-corporation and inherent double-layer of taxation under an asset sale transaction.

Solution
Matrix provided merger and acquisition advisory services to Pester, which included valuation advisory, marketing of the Company through a customized, confidential, structured sale process, and negotiation of the transaction.

Several competing offers were received and after further negotiations with various potential buyers, World Fuel Services Corp. (NYSE:INT) was selected as the buyer.

Matrix assisted in the negotiation of the stock purchase agreement for Pester and coordinated the due diligence and closing process.

Senior Pester management personnel interested in employment with the Company post-close executed employment agreements with World Fuel Services.

The transaction with World Fuel Services closed in September 2015.

• Client: Stop-a-Sec, Inc. and Seck Enterprises Inc.
• Location: Luck, WI
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: TravelCenters of America LLC
• Close Date: October 2015

Situation
After receiving an offer for select retail assets of Stop-a-Sec Inc. and Seck Enterprises, Inc. (“Stop-A-Sec” or the “Company”), the management of Stop-A-Sec retained Matrix to perform a valuation and advise on a possible divestment process.

The company operated eight Holiday branded retail stores strategically located to serve commuter and recreational traffic along the St. Croix National Scenic Riverway in western Wisconsin.

Matrix recommended that a competitive sale process would most likely yield a higher value than the original offer that the Company had received and Stop-A-Sec decided to pursue a competitive sale process for the eight stores.

Objective
To customize, execute, and complete a sale process that would allow Stop-A-Sec to realize the maximum value for its retail stores.

Solution
Matrix provided merger and acquisition advisory services to Stop-A-Sec, which included valuation advisory, marketing of the Company through a customized, confidential, structured sale process, and negotiation of the transaction.

Several competing offers were received and after further negotiations with various potential buyers, TravelCenters of America LLC (“TA”) was selected as the purchaser at a substantial premium to the original offer price.

Matrix assisted in the negotiation of the purchase agreement for Stop-A-Sec and coordinated the due diligence and closing process. The transaction with TA successfully closed in October of 2015.

• Client: Kocolene Marketing, LLC
• Location: Seymour, IN
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Mac’s Convenience Stores, LLC (a wholly owned subsidiary of Alimentation Couche-Tard, Inc.)
• Close Date: September 2015

Situation
Kocolene Marketing, LLC (“Kocolene” or the “Company), based in Seymour, Indiana, is a fuels distribution, petroleum marketing and convenience store company with operations in Indiana and Kentucky. The Company operated 14 Fast Max branded convenience stores with gas, 7 gas stations with small format stores, and 14 Smoker’s Host retail tobacco stores as well as a wholesale motor fuels distribution business.

The Company is a wholly owned subsidiary of Kocolene Development Corporation, a fourth generation, family run business that also owned a warehousing, logistics, and recycling business and an environmental remediation services company.

The shareholders desired to divest the Fast Max convenience stores in order to redeploy the capital into other investment opportunities. Due to the uncertainty surrounding the expiration of certain tax code provisions, the shareholders needed to complete a transaction quickly before the end of their tax year.

Objective
To customize, execute, and complete an expedited sale process that would allow the shareholders to realize maximum value for the convenience store assets.

Solution
Matrix provided merger and acquisition advisory services to Kocolene, which included valuation advisory, marketing of the Company through a customized, confidential, structured sale process, and negotiation of the transaction.

Matrix contacted a select group of national and regional strategic buyers who had the financial capacity to complete the transaction. Several competing offers were received, and Alimentation Couche-Tard, Inc. was selected as the purchaser.

Matrix assisted in the negotiation of the purchase agreement and coordinated the due diligence and closing process.

The transaction closed in September 2015, approximately 5 months after Matrix was engaged.