• Client: EnergyUnited Electric Membership Corporation (“EMC”) and EnergyUnited Propane, LLC (“EUP”)
• Location: Statesville, NC
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: ThompsonGas, LLC
• Close Date: September 2020
• Press Release: Matrix Announces the Successful Sale of EnergyUnited Propane

Situation
EnergyUnited Electric Membership Corporation (“EMC”) decided it was time to explore strategic alternatives for its wholly-owned propane distribution subsidiary, EnergyUnited Propane, LLC (“EUP”).  Both EMC and EUP are headquartered in Statesville, North Carolina.

EMC serves ~110,000 electric members in central and western North Carolina, making it the second largest supplier of residential electricity in North Carolina.

EUP is one of the largest propane retailers in its region, serving ~29,000 residential and commercial customers throughout 104 counties in North Carolina, South Carolina, and Virginia.

In 2000, EMC founded EnergyUnited Propane, LLC through the acquisition of All Star Gas’s North Carolina markets (Durham, Warrenton, Creedmoor, Carthage, Denver, Gastonia, and Hendersonville), as well as the development of greenfield sites in Lexington, Taylorsville, and Madison, North Carolina.  EUP acquired the South Carolina markets of All Star Gas (Aiken and Barnwell) in 2001, and Albemarle Propane, based in Camden, NC in 2007.  In 2013, EUP purchased Lake Norman Propane.

Objective
Matrix was retained to customize, execute, and complete a confidential sale process that would allow EMC to realize maximum after-tax value upon the divestment of EUP and redeploy capital into its core, electricity business.

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

Multiple competitive offers were received for EUP, and ThompsonGas, LLC was selected as the acquirer.

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

The transaction with ThompsonGas closed in September 2020.  Post-closing,  EMC and ThompsonGas will maintain a coordinated customer marketing effort within EMC’s electric footprint in central and western North Carolina.

• Client: Martin Eagle Oil Company
• Location: Denton, TX
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Undisclosed buyer
• Close Date: September 2020
• Press Release: Matrix Announces the Successful Sale of Martin Eagle Oil Company’s Convenience Retail and Wholesale Motor Fuels Businesses

• Client: Wadsworth Oil Company of Clanton, Inc.
• Location: Clanton, AL
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Circle K Stores Inc.
• Close Date: August 2020
• Press Release: Matrix Announces the Successful Sale of Wadsworth Oil Company of Clanton, Inc.

Situation
Wadsworth Oil Company of Clanton, Inc. (“Wadsworth” or the “Company”) was founded in Tuskegee, Alabama, by William (Tamp) T. Wadsworth in the late 1920’s as a PAN-AM fuel wholesaler.  Jim Wadsworth, Tamp’s son, joined the family business in 1972 after graduating from Auburn University.

In 1977, the Company purchased a small Amoco distributor in Clanton, AL that became Wadsworth Oil Company of Clanton, Inc.  In 1979, Wadsworth built its first retail location in Clanton, AL and established its corporate headquarters.

Throughout the 1980s and 1990s, Jim led the Company to expand from being primarily a wholesale supplier to a convenience retailer after building six additional retail locations.  Throughout the 2000s, the Company continued to build and acquire new stores, while continuously reinvesting in its older stores through remodels and equipment upgrades.

The Company owned & operated convenience stores and truck stops (all branded “The Store”) throughout central Alabama.

Matrix was engaged to perform a valuation of the Company and advise on a sale process. Jim Wadsworth ultimately decided to exit the retail convenience store and petroleum marketing business to retire and diversify family wealth.

Objective
To customize, execute, and complete a confidential sale process that would allow Jim Wadsworth to realize maximum after-tax value upon the sale of Wadsworth

Solution
Matrix provided merger and acquisition advisory services to Wadsworth, 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 Circle K Stores Inc. 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 Circle K Stores Inc. closed in August 2020.

• Client: Midwestern Propane Gas Co.
• Location: Belleville, IL
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: ThompsonGas, LLC
• Close Date: August 2020

Situation
Midwestern Propane Gas Co.’s (“MWP” or the “Company”) predecessor entity was established in 1936 by A.J. and Martha Urban, who opened their first retail heating fuel location in Belleville, Illinois. The entrepreneurs originally sold butane throughout the state, which at the time was a new heating and cooking fuel. During the 1930s and 1940s, as the Company grew and fostered positive relationships with its customers, it eventually transitioned from selling butane to propane in the 1950s.

Darrell Urban, grandson of the original founders and third generation owner, took over operations in 1985. Under Darrell’s leadership, MWP grew both organically and through a series of acquisitions. In total, Darrell and General Manager Ron Brodwater completed four acquisitions from 1995 to 2005.  In 2014, Don Urban, Darrell’s brother and 50% partner, sadly passed away.  Darrell continued to grow the Company, until his unfortunate passing in 2019, when his wife Susan became the primary shareholder.  MWP is now under the leadership of the Company’s President (and former long-time General Manager), Ron Brodwater.

MWP is one of the largest independent propane retailers in its region, serving ~5,000 residential and commercial customers throughout Illinois and Missouri.

The shareholders decided it was time to exit the industry 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 MWP.

Solution
Matrix provided merger and acquisition advisory services to MWP, 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 ThompsonGas, LLC 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 ThompsonGas closed in August 2020.

• Client: Alimentation Couche-Tard, Inc. dba Circle K
• Location: Quebec, Canada
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: 7-Eleven, Inc.
• Close Date: June 2020

• Client: Murphy Oil USA, Inc.
• Location: El Dorado, AR
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Monfort Companies
• Close Date: June 2020

• Client: Double Quick, Inc.
• Location: Indianola, MS
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Refuel Operating Company, LLC, d/b/a Refuel Markets
• Close Date: April 2020
• Press Release: ​​​​​​​Matrix Announces the Successful Sale of Double Quick, Inc.

Situation
Double Quick, Inc. (“Double Quick” or the “Company”) directly operates 48 convenience retailing and petroleum marketing locations, five stand-alone QSR sites, and offers proprietary food service or branded QSR concepts at 34 of its convenience stores.

Double Quick opened its first convenience store in Greenville, MS, in 1983 and soon after opened two additional stores.  The following year, Double Quick acquired 16 former “Mr. Quick” stores. The acquisition established Double Quick as a notable player in the Mississippi Delta convenience store market.

Under the leadership of Tom Gresham, President & Partner and Bill McPherson, Partner, the Company established its own proprietary hot food offerings in 1984 which eventually became known as Hot N’ Crispy Chicken & Seafood. Double Quick saw an opportunity in the early 1990s to bring branded fast food to its marketing platform and entered into a partnership with Church’s Chicken.  As the partnership with Church’s grew, Double Quick looked for other opportunities to expand its food offerings by also partnering with Krystal restaurants in 1995.

Headquartered in Indianola, Mississippi, Double Quick is the premier convenience retailer and petroleum marketer, as well as a substantial QSR-operator, across its footprint in the Mississippi Delta and Eastern Arkansas.

The shareholders decided it was time to exit the industry to focus on other businesses 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 Double Quick.

Solution
Matrix provided merger and acquisition advisory services to Double Quick, 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 FR Refuel, LLC d/b/a Refuel, a portfolio company of First Reserve, a leading global private equity investment firm exclusively focused on energy, 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 Refuel closed in April 2020.

• Client: Martin Eagle Oil Company & Southwest Transport Co.
• Location: Denton, TX
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: U.S. Venture, Inc. d/b/a U.S. Oil
• Close Date: April 2020
• Press Release: Matrix Announces the Successful Sale of Martin Eagle Oil Company’s Municipal and Commercial Fuels Businesses and its Affiliate, Southwest Transport Co.

• Client: Quarles Petroleum, Inc.
• Location: Fredericksburg, VA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Undisclosed buyer
• Close Date: February 2020
• Press Release: Matrix Announces the Successful Sale of Quarles Petroleum, Inc.’s Propane Rail Terminal

• Client: Boulden, Inc.
• Location: Newark, DE
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Sharp Energy, Inc., a subsidiary of Chesapeake Utilities Corporation (NYSE:CPK)
• Close Date: December 2019
• Press Release: Matrix Announces the Successful Sale of Boulden Brothers Propane

Situation
Boulden Brothers Propane (“Boulden” or the “Company”), was founded in 1946 and had grown to become one of the largest independent propane retailers in its region. Out of its Newark, Delaware headquarters, the Company serviced a customer base spanning over 5,000 residential and commercial propane accounts and sold over 3 million gallons of propane annually.

The Company’s leadership team, Mike and Tim Boulden, sought to divest the propane operations in order to focus on expanding the family’s plumbing & electrical services business. The plumbing & electrical businesses operated out of the same headquarters facility as the propane company, and the Boulden family desired to retain ownership of the real estate assets and other buildings on the headquarters property.

Matrix was retained to perform a valuation of the Company and to advise on a possible sale process. Ultimately, the Bouldens decided to sell the propane business to diversify the family’s wealth and focus on growing the operations of the plumbing & electrical services business.

Objective
To customize, execute, and complete a confidential sale process in a way that would allow the Boulden family to realize maximum after-tax value upon the sale, while also retaining key real estate assets.

Solution
Matrix provided merger and acquisition advisory services to Boulden, which included valuation advisory, marketing the business through a confidential, structured sale process, and negotiation of the transaction. The sale process included a buyer pool of privately owned, regional and national propane marketers; and large, public companies including MLPs.

Multiple offers were received, and ultimately Sharp Energy (“Sharp”), a subsidiary of Chesapeake Utilities Corporation (NYSE: CPK), was selected as the buyer.

Matrix assisted in the negotiation of the asset purchase agreement, coordinated the due diligence process, and structured a temporary post-closing lease agreement between Boulden’s plumbing & electrical services business and Sharp.

The transaction with Sharp closed in December 2019.

• Client: IPC (USA), Inc.
• Location: Santa Ana, CA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: TACenergy, a division of The Arnold Companies
• Close Date: November 2019
• Press Release: Matrix Announces the Successful Sale of IPC (USA), Inc.

Situation
IPC USA, Inc. (“IPC” or “the Company”) was a wholly-owned subsidiary of Itochu Corporation (“Itochu”), a Japanese based global 500 conglomerate, that annually distributed approximately a billion gallons of unbranded petroleum products, primarily gasoline and diesel fuel, to a large, diverse customer base across 31 states.

IPC’s customers purchased fuel on a delivered, rack or pipeline basis and included high volume retailers, independent petroleum marketers, governmental agencies, truck stops, construction companies, auto rental agencies, and other commercial companies.

IPC was Itochu’s only American downstream petroleum operation and was formed in 2004 as a joint venture between Itochu and Chemoil.  In 2011, Itochu bought Chemoil’s interest in the joint venture, and formed the wholly owned subsidiary that is IPC (Itochu Petroleum Company).

Itochu decided to explore a sales process in order to reallocate capital to other portfolio companies and engaged Matrix to perform a valuation and advise on a possible sale process.

Objective
To customize, execute, and complete a confidential sale process that would allow Itochu to realize maximum after-tax value upon the sale of IPC and expeditiously wind down its US operations

Solution
Matrix provided merger and acquisition advisory services to IPC, 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 Truman Arnold Companies (“TAC”) 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 closed in October 2019.

• Client: The Hartley Company
• Location: Cambridge, OH
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Campbell Oil Company
• Close Date: October 2019
• Press Release: Matrix Announces the Successful Sale of The Hartley Company

Situation
The Hartley Company (“Hartley” or the “Company”) was founded 1912, by W.H. Hartley when he built the country’s first service station located between Columbus, Ohio and the Pennsylvania state line.

In 1925, Hartley became a distributor for Shell Oil Company and quickly grew from 10 stations to one of the largest jobberships in Ohio.  In the 1970s, The Hartley Company established the Starfire brand concept to distinguish itself from other independent operators.

The Starfire branding revitalized the Company, and in the 2000s, under the fifth generation of Hartley leadership, the Company opportunistically acquired three dozen stores from BP.  Hartley grew to directly operated 16 retail locations with ~150 store employees and supply 24 dealer or commission marketer operated sites.

The Company’s President, Doug Hartley, and his family sought to exit the convenience store and petroleum marketing business to diversify their wealth and reinvest in other family companies.  Matrix was engaged to perform a valuation of the Company and advise on a possible sale process.

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 Hartley

Solution
Matrix provided merger and acquisition advisory services to Hartley, 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 Campbell Oil Company 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 Campbell Oil Company closed in October 2019.

• Client: Alligator Shell, LLC and PT Land Co., LLC
• Location: Richmond, VA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: 7-Eleven, Inc.
• Close Date: September 2019

• Client: Schmuckal Oil Company
• Location: Traverse City, MI
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: True North Energy LLC
• Close Date: August 2019
• Press Release: Matrix Announces the Successful Sale of Schmuckal Oil Company

Situation
Schmuckal Oil Company (“Schmuckal” or the “Company”) was formed 1955 when Art Schmuckal and George Slane developed a partnership to supply fuel to service stations in and around Traverse City, MI.  In the 1980s, Art’s son, Paul Schmuckal, took control of the Company and transitioned it from a wholesale supplier to a leading convenience retailer in northern Michigan.

Schmuckal Oil became a multi-branded fuels company through the acquisition of several Marathon stores in 2000 and had been consistently recognized as one of the best Shell operators in the country.

The Company owned and operated 25 convenience stores, a Pac-Pride cardlock, a small transportation fleet, and supplied fuel to two independent dealers.

Matrix was engaged to perform a valuation of the Company and advise on a possible sale process.  After undertaking various gift and estate tax planning measures, the shareholders decided it was time to exit the industry to focus on other businesses 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 Schmuckal.

Solution
Matrix provided merger and acquisition advisory services to Schmuckal, 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 True North Energy, LLC 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 True North Energy, LLC closed in August 2019.

• Client: Fastrac Markets, L.L.C.
• Location: East Syracuse, NY
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: EG America LLC, a subsidiary of Blackburn, U.K.-based EG Group Limited
• Close Date: July 2019
• Press Release: Matrix Announces the Successful Sale of Fastrac Markets, L.L.C.

Situation
Fastrac Markets, L.L.C. (“Fastrac” or the “Company”) was formed in October 1998, when three veterans, Lauren (Larry) Bull, Gerard (Gary) Shanley, and Richard (Rick) Clark, from the convenience store industry merged their respective companies with the goal of becoming the premier convenience retailer in Upstate New York, and at that time hired Tom Waddle to lead the Company to that goal.  Upon completion of the merger, the newly formed Fastrac chain comprised 40 locations, many of which have since been razed & rebuilt or remodeled.

Headquartered in Syracuse, New York, Fastrac is the premier convenience retailer and petroleum marketer across its operating footprint in the Rochester-Syracuse-Albany region.  Since founding the Company in 1998, management has focused on growing the Fastrac brand by building attractive fueling sites on expansive lots with large convenience stores which offer high-quality, made-to-order (MTO) foodservice and a full-line of competitively-priced traditional convenience merchandise. In addition to the remodeling of many legacy sites, in the two decades since the Company’s founding, management has added 14 new-to-industry stores (NTIs).

The shareholders decided it was time to exit the industry to focus on other businesses 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 Fastrac, as well as the fuel transportation assets held in its subsidiary, Fastrac Transportation of New York, LLC.

Solution
Matrix provided merger and acquisition advisory services to Fastrac, 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 EG America LLC, a subsidiary of Blackburn, U.K.-based EG Group Limited, 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 EG America closed in July 2019.

• Client: Apache Oil Company, Inc.
• Location: New London, CT
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Undisclosed buyer  
• Close Date: June 2019
• Press Release: Matrix Announces the Successful Sale of Apache Oil Company, Inc.'s Petroleum Marketing & Retail Fuels Distribution Business

Situation
Apache Oil Company, Inc. (“Apache” or the “Company”), founded in 1992 and headquartered in New London, Connecticut, operated a petroleum marketing and retail fuels distribution business in the northeast, primarily concentrated around New York City, New York and Boston, Massachusetts. The Company’s asset base consisted of 27 commission marketers, 12 lessee dealers, and 56 wholesale supply accounts, marketing under a variety of fuel brands, including Shell, Sunoco, ExxonMobil, Citgo, and Gulf.

The Company’s shareholders contacted Matrix in 2015 to consider strategic alternatives.  Matrix provided the shareholders with a market valuation and discussed with them the primary value drivers for the business.  The shareholders decided not to consider a sale, but instead to focus on continuing to grow and improve the business to optimize value at a later date.  In 2018, the shareholders reached back out to Matrix and asked Matrix to update the valuation based on the Company’s improved performance and the M&A market at the time.  Based  on the updated valuation, they made the strategic decision to divest their petroleum marketing and fuels distribution business in order to focus on Willy’s Fuels, LLC, a related entity supplying commercial fuels to customers in the heavy construction, pipeline logistics, and oil field services industries.

Additionally, the shareholders desired to retain the real estate control at a significant number of Apache sites and subsequently lease these highly desirable real estate assets to the buyer post-closing.

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 fuels distribution business, while also generating a considerable rental income stream through the retention of real estate at 22 strategically located properties.

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

Matrix assisted in the negotiation of the asset purchase agreement and the real estate lease agreements for assets where Apache would retain real estate control post-closing, and also coordinated the due diligence and closing processes for both transactions.  The transaction closed in June 2019.

• Client: Southern Maryland Oil, Inc.
• Location: La Plata, MD
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Star Group, L.P. (NYSE: SGU)
• Close Date: May 2019

Situation
Southern Maryland Oil, Inc. (“SMO Energy”), a subsidiary of The Wills Group Inc. (“TWGI”), is a premier diversified energy solutions and services provider based in Southern Maryland with a history of more than 90 years of premium service.

In 1926, Jim Wills and Harold Swann acquired La Plata Oil Company and Mechanicsville Oil Company, and then merged the two to form Southern Maryland Oil, Inc.  In its early years, the newly formed company distributed only three Texaco products: kerosene, gasoline, and motor oil.  In 1936, the invention of the gun type burner for fuel oil created a new market in residential heating. Southern Maryland Oil, Inc. was quick to adapt to include this innovation and began offering weekly and bi-weekly fuel oil deliveries on an automatic basis – the first such service available to residents in Southern Maryland.

SMO Energy distributes heating oil, propane, and other refined fuels, as well as provides the sale, installation and service of water heaters, generators, oil burners, heat pumps and other HVAC needs to both residential and commercial customers.

The executive management team and shareholders of TWGI decided to monetize SMO Energy to focus on its other motor fuel distribution (SMO Motor Fuels), convenience retailing (Dash In Food Stores), and car wash businesses (Splash In).

Objective
To customize, execute, and complete a confidential sale process that would allow the TWGI to realize maximum after-tax value upon the sale of SMO Energy.

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

Multiple competitive offers were received, and Star Group, L.P. (NYSE: SGU) was ultimately selected as the acquirer.

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

The transaction with SGU closed in May 2019.

• Client: West Oil Inc.
• Location: Hartsville, SC
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: FR Refuel, LLC
• Close Date: May 2019
• Press Release: Matrix Announces the Successful Sale of West Oil, Inc.’s Petroleum Marketing & Convenience Store Assets

Situation
West Oil, Inc. (“West” or the “Company”) is a third-generation, privately held company headquartered in Hartsville, South Carolina. The Company operated 26 convenience stores in the northeastern portion of South Carolina primarily under their Markette brand, and the stores sold motor fuels under either the Shell flag or the Company’s proprietary West Oil brand.

West also owns a propane distribution business, multiple wine & spirits shops, a mini storage business, and owns and develops other real estate projects.

After over 50 years in operations, the Company’s shareholders asked Matrix to value their petroleum marketing and convenience store business as part of their consideration of strategic alternatives. After considering the likely valuation range that could be achieved, the shareholders made the decision to divest the convenience store business in order to diversify their wealth and focus on other businesses.

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 its convenience store business.

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

Nearly a dozen competitive offers were received, and FR Refuel LLC (“FR Refuel”), a partnership between a South Carolina convenience store operator and global private equity firm First Reserve, was ultimately selected as the acquirer.

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

The transaction with FR Refuel closed in May 2019.

• Client: Schmitt Sales, Inc.
• Location: Buffalo, NY
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Sunoco LP
• Close Date: December 2018
• Press Release: Matrix Announces the Successful Sale of Schmitt Sales, Inc.'s Convenience Retailing and Wholesale Fuel Assets

Situation
Schmitt Sales, Inc. (“Schmitt” or the “Company”), headquartered in Buffalo, New York, was a leading petroleum distributor and convenience retailer located throughout the Northeast and mid-Atlantic. The Company distributed Sunoco, ExxonMobil, Valero, Marathon, Keystone, and Shell branded fuel.

Schmitt was founded in 1964 and shortly thereafter began partnering with independent grocery stores and convenience retailers to provide fuel offerings as a complement to traditional grocery and convenience items. Using this strategy, the Company was able to grow rapidly through the development of new partnerships with single-site retailers and the expansion of existing operations with multi-site operators. At the time of the transaction, the Company consisted of three operated convenience stores, 109 commission marketer sites, 91 supply contracts, and approximately 65 non-contract dealers.

The Company’s CEO, Maureen Schmitt, and her family sought to exit the petroleum marketing and fuel distribution business to diversify their wealth and focus on other business ventures.

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 Company’s retail and wholesale assets.

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

Multiple competitive offers were received, and Sunoco, LP (“Sunoco”) was ultimately selected as the acquirer of the Company’s retail and wholesale assets.

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

The transaction with Sunoco closed in December of 2018.

• Client: Revere Gas, Inc. (First Virginia Propane, Inc.)
• Location: Hartfield, VA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Quarles Petroleum
• Close Date: December 2018
• Press Release: Matrix Announces the Successful Sale of Revere Gas, Inc.’s Propane Distribution and Rail Terminal Assets

Situation
Revere Gas, Inc (“Revere” or the “Company”) was a third-generation propane gas distributor headquartered in Hartfield, Virginia. Under the leadership of the late Charles Revere and his sons, Carlton Revere, President and CEO; and Craig Revere, Executive Vice President; the Company significantly expanded its marketing presence across eastern and central Virginia, operating eight branch offices and a propane rail terminal (operating as First Virginia Propane, Inc.).

Between Revere Gas and First Virginia Propane, the companies sold approximately 16 million gallons of propane fuel and served over 26,000 residential, commercial, agricultural, industrial, and governmental customers in 32 counties.

Matrix was retained to perform a valuation of the companies and to advise on a possible sale process. Ultimately, the Reveres decided to sell both businesses to diversify the family’s wealth.

Objective
To customize, execute, and complete a confidential sale process in a way that would allow the Revere family to realize maximum after-tax value upon the sale of the propane and rail terminal assets.

Solution
Matrix provided merger and acquisition advisory services to Revere, which included valuation advisory, marketing the business through a confidential, structured sale process, and negotiation of the transaction. The sale process included a buyer pool of privately owned, regional and national propane marketers; large, public companies including MLPs; private equity funds looking to develop a platform in the propane industry; and buyers only looking to acquire the First Virginia Propane rail terminal.

Multiple offers were received, and ultimately Quarles Petroleum, Inc. (“Quarles”) was selected as the buyer for both Revere Gas and First Virginia Propane.

Matrix assisted in the negotiation of the asset purchase agreement, coordinated the due diligence processes, and assisted with a Quality of Earnings analysis performed by an outside accounting firm.

The transaction with Quarles closed in December 2018.

• Client: Giant Eagle, Inc.
• Location: Pittsburgh, PA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Giant Eagle, Inc.
• Close Date: December 2018
• Press Release: Matrix Advises Giant Eagle, Inc. on the Successful Acquisition of Ricker Oil Company, Inc.

Situation
Giant Eagle, Inc. (“Giant Eagle” or the “Company”), one of the nation’s largest multi-format food, fuel, and pharmacy retailers with $8.9 billion in annual sales and ranked among the top 40 largest private companies according to Forbes magazine, operated 200 GetGo Cafe + Market convenience stores throughout Pennsylvania, Ohio, West Virginia, Maryland, and Indiana prior to its acquisition of Ricker Oil Company, Inc. (“Ricker Oil”).

After meeting with Matrix in November 2017 to discuss the Company’s growth objectives, Giant Eagle approached Matrix during the second quarter of 2018 regarding the potential acquisition of Ricker Oil.

Ricker Oil, based in Anderson, Indianapolis, operated 56 Ricker’s-branded convenience stores primarily located in the Indianapolis and Fort Wayne metro areas and supplied wholesale fuels to 80 branded supply accounts located in Indiana, Illinois, and Kentucky.

Giant Eagle saw the Ricker Oil acquisition as providing additional scale in the Indiana market, where it previously only had seven GetGo stores, as well as providing opportunities to leverage the strength of both the GetGo and Ricker’s convenience store brands.

Objective
Matrix was engaged to advise Giant Eagle on the valuation of Ricker Oil, to assist in the development of operating and financial assumptions, and to negotiate and structure the terms of the Company’s offers and the transaction.

Solution
Matrix developed a comprehensive financial model to evaluate the acquisition and to analyze the projected post-acquisition performance of Ricker Oil. The financial model included several unique scenarios that allowed for different operating and financial assumption sets to be utilized in order for the Company to easily perform sensitivity analyses and to estimate returns on equity for Giant Eagle and its shareholders.

Matrix assisted Giant Eagle in preparing its formal offers for Ricker Oil and in preparing materials regarding the acquisition for Giant Eagle’s Board of Directors. Additionally, Matrix assisted Giant Eagle’s counsel, Weil, Gotshal & Manges, LLP, in the negotiation of the stock purchase agreement.

Giant Eagle closed on the acquisition of Ricker Oil in December 2018.

• Client: Petr-All Petroleum Consulting Corporation
• Location: Syracuse, NY
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Speedway LLC, a wholly owned subsidiary of Marathon Petroleum Corporation (NYSE: MPC)
• Close Date: November 2018
• Press Release: Matrix Announces the Successful Sale of Petr-All’s (d/b/a Express Mart) Petroleum Marketing and Convenience Retailing Assets

Situation
Petr-All Petroleum Consulting Corporation d/b/a Express Mart (“Petr-All”, “Express Mart”, or the “Company”) was founded in 1975 in Dryden, NY by the late Francis (Frank) Borer. To better serve the end customer, the first Express Mart convenience store opened in 1989 to offer, in addition to gasoline, a full convenience merchandise product line-up.

Over the past three decades, under the management of Daniel Twombly (President of Finance) and Mike Askwith (President of Marketing, Planning & Store Operations), and with the support of over 900 Company employees, the Express Mart brand grew to 78 company-operated stores throughout the State of New York.

Frank’s wife, Patricia Brock Borer, and their four children remained active in the business over the years, and ultimately decided to exit the industry to focus on other businesses and diversify their 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 its convenience retailing assets.

Solution
Matrix provided merger and acquisition advisory services to Petr-All, 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 Speedway LLC, a wholly-owned subsidiary of Marathon Petroleum Corporation (NYSE:MPC), was ultimately selected as the acquirer.
Matrix assisted in the negotiation of the asset purchase agreement and coordinated the due diligence and closing process.

The transaction with Speedway closed in November 2018.

• Client: Croix Oil Company
• Location: Stillwater, MN
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Northern Tier Retail, LLC (d/b/a Super America and Tesoro), a subsidiary of Andeavor
• Close Date: September 2018
• Press Release: Matrix Announces the Successful Sale of Croix Oil Company’s Convenience Retailing & Wholesale Motor Fuel Assets

Situation
Croix Oil Company (“Croix” or the “Company”), headquartered in Stillwater, Minnesota, was a leading Minnesota and western Wisconsin petroleum marketer with operations primarily in the Minneapolis and St. Paul metropolitan area.  The Company was a fuel distributor for BP, ExxonMobil, and Marathon and was a SuperAmerica and Circle K franchisee.

Croix grew rapidly since the early 2000s through single site acquisitions, new-to-industry builds, and the acquisition of approximately one-third of BP’s stations in the Twin Cities in 2006.  At the time of the transaction, the Company consisted of 13 owned and operated convenience stores, five owned dealer sites, three owned commissioned agent sites, and approximately 70 supply contracts.

The Company’s President, Mark Ogren, and his family sought to exit the convenience store and petroleum marketing business to diversify their wealth and focus on other business and real estate ventures.

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

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

Multiple offers were received, and ultimately a bifurcated sale of Croix’s convenience retailing assets to a subsidiary of Andeavor and its wholesale fuel assets to a subsidiary of Molo Petroleum, LLC (“Molo”) was pursued to yield maximum after-tax value to the Company’s shareholders.

Matrix assisted in the negotiation of the two separate asset purchase agreements and coordinated the due diligence processes and the multiple closings.

The primary transactions with Andeavor and Molo closed in September 2018 with a final real estate closing with Molo in October 2018.

• Client: Croix Oil Company
• Location: Stillwater, MN
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: D & M Oil, LLC, a wholly owned subsidiary of Molo Petroleum, LLC
• Close Date: September 2018
• Press Release: Matrix Announces the Successful Sale of Croix Oil Company’s Convenience Retailing & Wholesale Motor Fuel Assets

Situation
Croix Oil Company (“Croix” or the “Company”), headquartered in Stillwater, Minnesota, was a leading Minnesota and western Wisconsin petroleum marketer with operations primarily in the Minneapolis and St. Paul metropolitan area.  The Company was a fuel distributor for BP, ExxonMobil, and Marathon and was a SuperAmerica and Circle K franchisee.

Croix grew rapidly since the early 2000s through single site acquisitions, new-to-industry builds, and the acquisition of approximately one-third of BP’s stations in the Twin Cities in 2006.  At the time of the transaction, the Company consisted of 13 owned and operated convenience stores, five owned dealer sites, three owned commissioned agent sites, and approximately 70 supply contracts.

The Company’s President, Mark Ogren, and his family sought to exit the convenience store and petroleum marketing business to diversify their wealth and focus on other business and real estate ventures.

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

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

Multiple offers were received, and ultimately a bifurcated sale of Croix’s convenience retailing assets to a subsidiary of Andeavor and its wholesale fuel assets to a subsidiary of Molo Petroleum, LLC (“Molo”) was pursued to yield maximum after-tax value to the Company’s shareholders.

Matrix assisted in the negotiation of the two separate asset purchase agreements and coordinated the due diligence processes and the multiple closings.

The primary transactions with Andeavor and Molo closed in September 2018 with a final real estate closing with Molo in October 2018.