• Client: Coborn’s, Inc.
• Location: St. Cloud, MN
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Holiday Stationstores, LLC
• Close Date: November 2023
• Press Release: Matrix Announces the Successful Sale of Coborn’s, Inc.’s Holiday Franchised Fuel and Convenience Stores

• Client: Springer Eubank Company, Inc.
• Location: Wilmington, NC
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: An affiliate of Petroleum Marketing Group, Inc.
• Close Date: November 2023
• Press Release: Matrix Announces the Successful Sale of Springer Eubank Company, Inc.

• Client: Superior Plus Energy Services Inc.
• Location: Rochester, NY
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Mirabito Holdings, Inc.
• Close Date: October 2023

• Client: Mystic Oil Company, Inc.
• Location: Mystic, CT
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Petroleum Marketing Group, Inc.
• Close Date: August 2023
• Press Release: Matrix Announces the Successful Sale of Mystic Oil Company, Inc.

• Client: H.A. Mapes, Inc.
• Location: Springvale, ME
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Nouria Energy Retail, Inc., a subsidiary of Nouria Energy Corporation
• Close Date: August 2023
• Press Release: Matrix Announces the Successful Sale of H.A. Mapes, Inc.

Situation
H.A. Mapes, Inc. (“H.A. Mapes” or the “Company”) was a leading petroleum marketer, convenience store operator, and fuels distributor that operated throughout New England.

The Company was founded in 1936 as a heating oil provider that served customers in Springvale, Maine and the surrounding areas. Heating oil was H.A. Mapes’ primary focus until the 1980s, at which point the Company added a motor fuels distribution business. The Company divested its heating oil supply business in the early 2000s and began building out its convenience retail operations in 2016.

In 2019, the Company engaged Matrix to analyze a potential sale of the Company. Matrix provided a market valuation and advised on possible ways to better position the Company to derive additional value in the event of a sale. The shareholders of the Company decided to focus on implementing related initiatives to maximize the value of a future sale.

After executing many of the suggestions provided by Matrix, the Company reengaged Matrix in 2022 to update the previous valuation work. After reviewing an updated valuation, the shareholders elected to retain Matrix to facilitate the sale of the Company.

At the time of the sale, the Company’s asset base consisted of 13 retail locations, ~80 wholesale customers, and a sizeable fuels transportation business.

Objective
To customize, execute, and complete a confidential sale process in a way that would allow H.A. Mapes to realize maximum after-tax value.

Solution
Matrix provided merger and acquisition advisory services to H.A. Mapes, which included valuation advisory, marketing the business through a confidential, structured sale process, and negotiation of an asset purchase agreement.

Multiple competitive offers were received and Nouria Energy Retail, an affiliate of Nouria Energy, was selected as the buyer.

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

The transaction with Nouria Energy closed in August 2023.

• Client: WTG Fuels Holdings, LLC
• Location: Midland, TX
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: GPM Investments, LLC
• Close Date: June 2023
• Press Release: Matrix Announces the Successful Sale of WTG Fuels Holdings, LLC’s Retail Motor Fuels, Convenience Retail, and Fleet Fueling Businesses

• Client: TBC Corporation
• Location: Palm Beach Gardens, FL
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Mavis Tire Express Services Corp.
• Close Date: June 2023
• Press Release: Matrix Advises TBC Corporation on the Sale of NTB and Tire Kingdom Service Centers

• Client: Boyett Petroleum
• Location: Modesto, CA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: United Pacific
• Close Date: May 2023
• Press Release: Matrix Announces the Sale of Boyett Petroleum’s Convenience Retail Business and Acquisition of United Pacific’s Wholesale Fuels Business

Situation
Boyett Petroleum, Inc. (“Boyett” or the “Company”) is a third generation, privately held company headquartered in Modesto, CA. Boyett was founded in 1940 as an operator of gas stations and has since grown to become one of the largest independent fuel distributors in the United States, supplying fuel to more than 500 service stations and directly operating 10 high-performing convenience stores operating under the Cruisers store brand.

Matrix was retained to perform a valuation of the Company’s 10 Cruisers stores under two scenarios, including and not including the real estate in a sale. After considering the likely valuation that could be achieved, Boyett retained Matrix to advise on the divestiture of the Cruisers stores.

A successful sale of the stores would allow the Company to focus on and redeploy capital to its growing wholesale fuels distribution business.

Objective
To customize, execute, and complete a confidential sale process in a way that would allow Boyett to realize maximum after-tax value.

The Company also desired to retain the underlying real estate at the 9 company-operated stores they owned in fee and subsequently lease this highly desirable real estate to the buyer.

Solution
Matrix marketed the Cruisers stores, with or without real estate, through a confidential, targeted, structured sale process.

Multiple competitive offers were received. One bidder, United Pacific, offered to sell its sizeable wholesale fuels distribution business to Boyett in a separate transaction should its offer be accepted.

United Pacific’s unique transaction structure allowed Boyett to simultaneously achieve its goals of exiting retail, retaining the fee real estate at 9 of the Cruisers stores, and growing its wholesale fuels distribution business.

Matrix provided sell-side and buy-side advisory services on the transactions, including valuation advisory, marketing the Cruisers stores, negotiation of purchase agreements, negotiation of the post-closing lease agreements for the real estate properties retained by Boyett and coordinating the due diligence processes.

The acquisition of United Pacific’s wholesale fuels business was completed in April 2023 and the sale of the Cruisers stores was completed in May 2023.

• Client: Boyett Petroleum
• Location: Modesto, CA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Boyett Petroleum
• Close Date: May 2023
• Press Release: Matrix Announces the Sale of Boyett Petroleum’s Convenience Retail Business and Acquisition of United Pacific’s Wholesale Fuels Business

Situation
Boyett Petroleum, Inc. (“Boyett” or the “Company”) is a third generation, privately held company headquartered in Modesto, CA. Boyett was founded in 1940 as an operator of gas stations and has since grown to become one of the largest independent fuel distributors in the United States, supplying fuel to more than 500 service stations and directly operating 10 high-performing convenience stores operating under the Cruisers store brand.

Matrix was retained to perform a valuation of the Company’s 10 Cruisers stores under two scenarios, including and not including the real estate in a sale. After considering the likely valuation that could be achieved, Boyett retained Matrix to advise on the divestiture of the Cruisers stores.

A successful sale of the stores would allow the Company to focus on and redeploy capital to its growing wholesale fuels distribution business.

Objective
To customize, execute, and complete a confidential sale process in a way that would allow Boyett to realize maximum after-tax value.

The Company also desired to retain the underlying real estate at the 9 company-operated stores they owned in fee and subsequently lease this highly desirable real estate to the buyer.

Solution
Matrix marketed the Cruisers stores, with or without real estate, through a confidential, targeted, structured sale process.

Multiple competitive offers were received. One bidder, United Pacific, offered to sell its sizeable wholesale fuels distribution business to Boyett in a separate transaction should its offer be accepted.

United Pacific’s unique transaction structure allowed Boyett to simultaneously achieve its goals of exiting retail, retaining the fee real estate at 9 of the Cruisers stores, and growing its wholesale fuels distribution business.

Matrix provided sell-side and buy-side advisory services on the transactions, including valuation advisory, marketing the Cruisers stores, negotiation of purchase agreements, negotiation of the post-closing lease agreements for the real estate properties retained by Boyett and coordinating the due diligence processes.

The acquisition of United Pacific’s wholesale fuels business was completed in April 2023 and the sale of the Cruisers stores was completed in May 2023.

• Client: Santmyer Companies, Inc.
• Location: Wooster, OH
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Santmyer Companies, Inc.
• Close Date: April 2023
• Press Release: Matrix Advises Santmyer Companies, Inc. on the Successful Financing and Acquisition of Cole Distributing, Inc.

• Client: Li’l Thrift Food Marts, Inc. and its affiliates d/b/a Short Stop
• Location: Fayetteville, NC
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: An affiliate of Petroleum Marketing Group, Inc.
• Close Date: April 2023
• Press Release: Matrix Announces the Successful Sale of Li’l Thrift Food Marts, Inc.

Situation
Li’l Thrift Food Marts, Inc. (“Li’l Thrift” or the “Company”) is a leading North Carolina petroleum marketer and convenience retailer, with 43 company-operated sites concentrated in Fayetteville and the surrounding area operating under the proprietary Short Stop store brand.

The Company was founded in 1971 by Vance B. Neal with a single store in Burlington, NC.

With the 1985 acquisition of E-Z Shop, Li’l Thrift nearly doubled its marketing footprint with an additional 23 stores in North Carolina. The Company continued to build its presence in the Fayetteville market in 2004, purchasing another seven Exxon-branded locations.

Vance Neal’s children, Chris Neal and Mary Morketter, took up leadership as the Company’s President and Vice President in 2010 and continued to build upon their father’s legacy. They worked to modernize the portfolio’s IT systems and operations with scanning and fuel equipment software, but remained truly committed to the Company’s high standards of cleanliness and service.

Objective
To customize, execute, and complete a confidential sale process that would allow the Company’s shareholders to realize maximum after-tax value upon the sale of Li’l Thrift, while retaining certain key real estate and negotiating a post-closing fuel supply relationship between the buyer and the shareholders’ separate wholesale fuel company.

Solution
Matrix provided merger and acquisition advisory services to Li’l Thrift, which included valuation advisory, marketing of the business through a confidential, structured sale process, and negotiation of the transaction.

Multiple competitive offers were received, and Petroleum Marketing Group, Inc. (“PMG) was ultimately selected as the acquirer.

Matrix assisted in the negotiation of the purchase agreement and corresponding post-closing lease, as well as coordinated the due diligence and closing process.

The transaction with PMG closed in April 2023.

• Client: Alpena Oil Company, Inc.
• Location: Alpena, MI
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Blarney Castle Oil Co.
• Close Date: January 2023
• Press Release: Matrix Announces the Successful Sale of Alpena Oil, Inc.

Situation
Alpena Oil Company, Inc. (“Alpena Oil” or the “Company”) was a leading northern Michigan based grocery and convenience retailer.

Alpena Oil dates back to 1849, when Jeremiah Douville, the great-grandfather of the Company’s current ownership, opened a single bakery in Alpena, Michigan. The second generation of the Douville family expanded into grocery wholesaling, which remained the primary business until the family acquired its first gas station portfolio in 1996.

Jere Johnston, the Company’s President, focused on growing the chain through larger format stores and shortly thereafter opened the first Louie’s Fresh Market in Alanson, Michigan. The original Louie’s Fresh Market was a success and the catalyst for the five additional large format grocery stores that followed.

The shareholders decided it was time to exit the industry to focus on retirement and diversify family wealth.

Objective
To customize, execute, and complete a confidential sale process that would allow the Company’s shareholders to realize maximum after-tax value upon the sale of Alpena Oil.

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

Multiple competitive offers were received, and Blarney Castle Oil Co. was ultimately selected as the acquirer.

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

The transaction with Blarney Castle closed in January 2023.

• Client: Nutmeg Farms LLC
• Location: Wolcott, CT
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Nouria Energy Corporation
• Close Date: December 2022

• Client: Carroll Independent Fuel, LLC
• Location: Sparks Glencoe, MD
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor:
• Close Date: November 2022
• Press Release: Matrix Announces Capital Raise for Carroll Independent Fuel

• Client: Community Service Stations, Inc.
• Location: Framingham, MA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: CrossAmerica Partners LP (NYSE: CAPL)
• Close Date: November 2022
• Press Release: Matrix Announces the Successful Sale of Community Service Stations, Inc.

Situation
Community Service Stations, Inc. (“CSS” or the “Company”) was a leading New England based wholesale motor fuel distributor.

CSS was founded in Boston, MA in 1918 as a single service station that offered auto repairs and retailed motor fuels. In its first few decades, the Company expanded its fuel offerings into home heating oil and kerosene, constructing one of the first bulk heating oil and kerosene distribution depots in the suburbs west of Boston. Community also added two additional retail service stations.

Under the leadership of President Chris Riley, the Company grew fuel volume significantly, and in 2011 CSS became one of the four exclusive fuel distributors authorized and licensed by ExxonMobil to distribute Mobil (and Exxon) branded motor fuels in New England.

The shareholders decided it was time to exit the industry to focus on retirement and diversify family wealth.

Objective
To customize, execute, and complete a confidential sale process that would allow the Company’s shareholders to realize maximum after-tax value upon the sale of CSS.

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

Multiple competitive offers were received, and CrossAmerica Partners LP (NYSE: CAPL), was ultimately selected as the acquirer.

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

The transaction with CAPL closed in November 2022.

• Client: Holt Oil Company, Inc. d/b/a Cstore
• Location: Fayetteville, NC
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Petroleum Marketing Group, Inc.
• Close Date: November 2022
• Press Release: Matrix Announces the Successful Sale of Holt Oil Company, Inc.

Situation
Holt Oil Company, Inc. (“Holt” or the “Company”) is a leading petroleum marketing, convenience retailing, and QSR operator consisting of 19 sites and wholesale dealer business in the areas of Fayetteville and Wilmington, NC.

In 1930, William D. Holt founded the predecessor entity of Holt under the name Crystal Oil Co. in downtown Fayetteville.

The Company initially operated a few gasoline stations and later moved into the home heating oil business. Over four decades, the gasoline station count increased to 22 sites across four counties.

In 1987, Louis Cox joined the company as director of dealer operations and oversaw the construction of new-to-industry stores. He currently serves as Holt’s President. In 1989, Hannah Holt came on board and oversaw the company-operated convenience stores and spearheaded the first Subway franchise, and currently serves as Director of Operations and Secretary.

In 1992, Walter Holt joined the business and focused on the information technology and financial aspects of the company as a Vice President. In 1999, Bill Holt joined the business as a commercial gasoline account manager and as Treasurer; he later moved into store operations as the Merchandising Manager.

Objective
To customize, execute, and complete a confidential sale process that would allow the Company’s shareholders to realize maximum after-tax value upon the sale of Holt and to secure post-closing employment for certain shareholders who were part of the executive management team.

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

Multiple competitive offers were received, and Petroleum Marketing Group, Inc. (“PMG) was ultimately selected as the acquirer.

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

The transaction with PMG closed in November 2022.

• Client: Tidewater Convenience, Inc., d/b/a Tidewater Convenience, and its affiliates
• Location: Virginia Beach, VA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Global Partners LP (NYSE: GLP)
• Close Date: September 2022
• Press Release: Matrix Announces the Successful Sale of Tidewater Convenience, Inc.

Situation
Tidewater Convenience Inc. (“Tidewater” or the “Company”) was incorporated in 1992 by Charles “Chuck” and Carol Weaver when they acquired two Texaco stores in Virginia Beach, VA. The Company experienced steady growth through the 1990’s and 2000’s as the business expanded with up to 17 convenience retailing and petroleum marketing locations at one time, carrying the BP and Shell flags.

Chuck and Carol Weaver have remained hands-on operators through their 30+ years of ownership.

At the time of sale, the Company operated 14 petroleum marketing and convenience retail stores, one company owned commission marketer location.

Matrix was engaged to perform a valuation of the Company.

After meeting to review the valuation and recommended sale process, the Weavers continued to operate the business.

Once the shareholders ultimately decided to exit the retail convenience store and petroleum marketing businesses to diversify family wealth and focus on retirement, they decided to attempt a one-off sales process without advisors. As their potential sale progressed, transaction complications and concerns over valuations arose, which led the Weavers to opt to engage Matrix to coordinate a structured sales process.

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

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

Multiple competitive offers were received. Global Partners LP was ultimately selected as the acquirers for the assets, yielding significantly more value for Tidewater than their contemplated one-off sales process.

Matrix assisted Tidewater and their tax advisors to understand the tax implications of various transaction scenarios to maximize after-tax proceeds to the shareholders.

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

The transaction with Global Partners LP closed in September 2022.

• Client: Quarles Petroleum, Inc.
• Location: Fredericksburg, VA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: GPM Investments, LLC, a subsidiary of ARKO Corp. (Nasdaq: ARKO)
• Close Date: July 2022
• Press Release: Matrix Announces the Successful Sale of Quarles Petroleum, Incorporated’s Fleet Fueling and Dealer Supply Businesses

• Client: Tri Gas & Oil Co., Inc.
• Location: Federalsburg, MD
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Tri Gas & Oil Co., Inc.
• Close Date: June 2022
• Press Release: Matrix Advises Tri Gas & Oil on the Successful Acquisition of Pep-Up, Inc. and Capital Placement

Situation
After successfully advising Tri Gas & Oil Co., Inc. (“Tri Gas & Oil”) on an acquisition in 2020, Tri Gas & Oil approached Matrix during the third quarter of 2021 regarding a very sizeable potential acquisition opportunity of Pep-Up, Inc. (“Pep-Up”), a leading propane, refined fuels and HVAC services company based on the Delmarva Peninsula.

Over the last 45 years, Pep-Up has grown to one of the largest suppliers of propane, refined fuels, and HVAC services on the Delmarva Peninsular. Pep-Up serves ~23,000 residential, agricultural, commercial, and industrial customers.

The McMahan family (shareholders of Tri Gas & Oil) and the Pepper family (shareholders of Pep-Up) had a longstanding friendship, and the Peppers were looking to transition their customers and employees to a company with similar values. The acquisition would be a perfect geographical fit relative to Tri Gas & Oil’s existing operations on Delmarva and increase its market share.

Objective
Matrix was engaged to advise Tri Gas & Oil on the valuation of the acquisition opportunity, to assist in the development of operating and financial assumptions, to provide guidance on the structure and terms of the offer and asset purchase agreement, and to assist Tri Gas & Oil with refinancing its credit facilities.

Solution
Matrix developed a comprehensive financial model to evaluate the acquisition and to analyze the projected post-acquisition performance of the consolidated company. The financial model included several unique scenarios that allowed for different operating and financial assumption sets to be utilized in order for Tri Gas & Oil to easily perform sensitivity analyses and to estimate returns on debt and equity for the acquisition.

Matrix assisted in preparing a letter-of intent (LOI) offer for the acquisition opportunity and advised on the terms of the asset purchase agreement.

Matrix developed a presentation outlining the key highlights of the acquisition and the projected performance of the consolidated entity post-closing. Alongside Tri Gas & Oil’s management, Matrix presented the financial model to lenders to help secure debt financing on the most favorable terms possible.

Tri Gas & Oil closed on the transaction in June 2022.

• Client: Penn Tank Lines, Inc.
• Location: Chester Springs, PA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Penn Tank Lines, Inc.
• Close Date: June 2022
• Press Release: Matrix Advises Penn Tank Lines, Inc. on the Successful Acquisition of Jet Star, Inc.

• Client: Haywood Oil Company, Inc. d/b/a Peak Energy
• Location: Waynesville, NC
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Colonial Oil Industries, Inc.
• Close Date: June 2022
• Press Release: Matrix Announces the Successful Sale of Haywood Oil Company, Inc.’s (d/b/a Peak Energy) Heating Oil and Commercial Fuels Businesses

Situation
Haywood Oil Company, Inc. d/b/a Peak Energy (“Peak” or the “Company”) was incorporated in 1952 as a local home heating oil delivery company. In 1973, David Blevins left Exxon to become President of Haywood Oil Company.

Todd Blevins became President of Peak in 1999 and continued the legacy of growth by making seven acquisitions over the next ten years, transforming the Company into a leading petroleum marketer and fuels distributor.

The Company is headquartered in Waynesville, NC and operates two primary business segments that serve customers throughout western North Carolina, as well as parts of South Carolina, Georgia and Tennessee.

The convenience retail, petroleum marketing and wholesale fuels business consisted of 11 company-owned locations and served over 100 wholesale customers and the commercial fuels and heating oil business sold refined fuel products through 2 bulk plant locations.

Matrix was initially retained to perform a valuation of the Company. After considering the likely valuation range that could be achieved through competitive sale processes for the separate businesses, Todd Blevins decided to engage Matrix to sell the businesses.

Objective
The Company engaged Matrix on July 10, 2021 to customize, execute, and complete a confidential sale process and to try to have a closing prior to December 31, 2021 in order to maximize after-tax net proceeds with potential capital gains tax increases beginning in 2022.

Solution
Matrix provided merger and acquisition advisory services to Peak, which included valuation advisory, marketing of the business through confidential, structured sale processes, and negotiation of the transactions.

In order to maximize total proceeds, Matrix recommended marketing Peak’s convenience retail and wholesale fuels business separately from the commercial fuels and heating oil business.

Multiple competitive offers were received for both businesses, and Majors Management, LLC was ultimately selected as the acquirer for the convenience retail and wholesale fuels business and Colonial Oil was selected as the acquirer for the commercial fuels and heating oil business.

After consultation with the Company’s tax advisors and given the tight timeline to close both transactions before December 31st to avoid any potential capital gains tax increases, Matrix recommended focusing Company resources on the closing of the much larger convenience retail and wholesale fuels business.

The transaction with Majors Management LLC closed in December 2021, ~5 months after Matrix was engaged and the transaction with Colonial Oil closed in June 2022.

• Client: Fikes Wholesale, Inc. d/b/a CEFCO Convenience Stores
• Location: Temple, TX
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: BreakTime Corner Market, L.L.C. and its affiliates and Refuel Operating Company, LLC d/b/a Refuel
• Close Date: June 2022
• Press Release: Matrix Announces the Successful Divestment of 50 CEFCO Petroleum Marketing & Convenience Retail Stores

Situation
CEFCO Convenience Stores, wholly owned by Fikes Wholesale, Inc., operated 250 stores across Texas, Louisiana, Arkansas, Alabama, Mississippi, and Florida.

The Company sought to optimize its convenience store operations by selling smaller format stores that could not be repositioned to its preferred operating format and to utilize the funds raised from the divestment to support new store growth and remodeling existing stores. CEFCO’s strategic review identified 50 stores that did not fit its long-term strategy due to smaller store formats, geographic location and/or not meeting brand objectives.

Objective
To customize, execute, and complete a confidential sale process that would allow the Company’s shareholders to realize maximum after-tax value upon the sale of the 50 convenience stores identified for divestment.

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

Multiple competitive offers were received. BreakTime Corner Market L.L.C was selected to acquire 48 0f the stores and Refuel Operating Company, LLC was chosen to acquire two stores in Mississippi. Maintaining flexibility and selling the assets in two separate transactions yielded the highest value for CEFCO.

Matrix assisted CEFCO and their tax advisors to understand the tax implications of various transaction scenarios to maximize after-tax proceeds to the shareholders.

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

The transaction with Refuel Operating Company, LLC closed in December 2021 and the transaction with BreakTime Corner Market L.L.C. closed in May 2022.

• Client: Quarles Petroleum, Inc.
• Location: Fredericksburg, VA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Superior Plus Energy Services, Inc., a subsidiary of Superior Plus Corp.
• Close Date: June 2022
• Press Release: Matrix Announces the Successful Sale of Quarles Petroleum, Inc.’s Propane and Refined Fuels Distribution Business

Situation
Quarles Petroleum, Inc. (“Quarles” or the “Company”), one of the largest propane and refined fuels distribution companies in the U.S., served over 80,000 residential and commercial customers throughout Virginia, Maryland, Delaware, West Virginia, Pennsylvania, and North Carolina.

The Company was founded in 1940 and was based in Fredericksburg, Virginia. Quarles expanded significantly over the last ten years, both organically and through acquisitions, including marquee transactions such as Dixie Gas & Oil and Revere Gas Incorporated.

The Company operated through several distinct business lines: a propane, heating oil, & commercial fuels distribution business (collectively “Delivered Fuels”); and additional divisions for fleet fueling, wholesale dealers, and lubricants. The Company’s assets included approximately 30 bulk plants, 120 unattended Quarles-branded cardlocks, 65 private site cardlocks, and 45 dealer assets.

Matrix was initially retained to perform a strategic review of the enterprise in order to explore various potential exit options, including the possibility of a break-up sale to multiple different buyers.

The Quarles shareholders ultimately decided to exit the industry in order to diversify their wealth and focus on other ventures.

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

Solution
Matrix provided merger and acquisition advisory services, which included valuation advisory, marketing of the business through a confidential, structured sale process, and negotiation of the transactions. The sale process included a buyer pool of regional and national propane marketers & refined fuels distributors as well as private equity groups seeking an industry platform. Matrix executed a customized sale process to solicit offers for the entire company and for discrete operating divisions to determine the best path forward.

Multiple offers were received, and ultimately it was determined that maximum value for the shareholders could be achieved by selling the Company to two different buyers. The Delivered Fuels business was sold to Superior Plus Corp., and the fleet fueling, wholesale dealers, and lubricants business lines are currently under contract to be sold to GPM Investments.

Matrix assisted in the negotiation of two separate purchase agreements, a transition services agreement, multiple shared site agreements, and coordinated the due diligence processes and multiple closings.

The transaction with Superior Plus closed in May 2022.

• Client: Miller Oil Company, Inc. d/b/a Millers Energy
• Location: Norfolk, VA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Global Partners LP (NYSE: GLP) and Sunshine Gasoline Distributors, Inc.
• Close Date: February 2022
• Press Release: Matrix Announces the Successful Sale of the Motor Fuels & Convenience Retail Business of Miller Oil Company, Inc.

Situation
Miller Oil Company Inc. (“Miller” or the “Company”) was founded in 1977 by “Gus” Miller when he purchased Exxon Company USA’s home heating oil business in Norfolk, VA. The Company experienced significant growth through the 1980’s as the business expanded into convenience retailing and petroleum marketing. In the 2000’s, the Company expanded its fuels distribution business into southern Florida.

Jeffrey “Jeff” Miller, Gus Miller’s son, was President, and had managed the businesses for the last 25 years.

The Company operated 21 petroleum marketing and convenience retail stores, 2 company owned dealer sites, and over 70 wholesale dealer accounts.

Matrix was engaged to perform a valuation of the Company.

After meeting with Gus Miller and Jeff Miller to go over the valuation and recommended sale process, the shareholders ultimately decided to exit the retail convenience store, petroleum marketing, and fuels distribution businesses to diversify family wealth and focus on other ventures.

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

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

In order to maximize total proceeds, Matrix recommended marketing Miller’s wholesale fuels business in Florida separately from the Virginia and North Carolina convenience retail and wholesale fuels business.

Multiple competitive offers were received. Global Partners LP and Sunshine Gasoline Distributors Inc. were ultimately selected as the acquirers for the Virginia/North Carolina and Florida assets, respectively, Selling the Florida business separately yielded significantly more value for Miller. As part of the Global transaction, Miller was able to retain certain real estate and lease the real estate to Global Partners LP.

Matrix assisted Miller and their tax advisors to understand the tax implications of various transaction scenarios to maximize after-tax proceeds to the shareholders.

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

The transaction with Sunshine Gasoline Distributors Inc. closed in November 2021 and the transaction with Global Partners LP closed in February 2022.