• Client: R.M. Parks, Inc.
• Location: Porterville, CA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: PacWest Energy, LLC, a joint venture between Jackson Energy and Shell Oil Products US
• Close Date: January 2021

Situation
R.M. Parks, Inc. (RM Parks or the “Company”) was founded in 1969 when R.M. Parks sold his family’s ranch and purchased a small Texaco distributorship that sold fuel to 12 Texaco stations and approximately 35 agricultural accounts.

R.M., along with Tim Callison, President & CEO, expanded the business to sell gasoline, diesel fuel, motor oil, lubricants, and automotive products. Tim and his son Jason Callison, Chief Operating Officer, further expanded the business in 1996 with the addition of the Shell brand and quickly became one of the largest Shell wholesalers on the West Coast. The Company supplied more than 160 Shell, Philips, Valero, Sinclair and Spirit branded customers, as well as unbranded fuel to a sizable non-contract customer base with its proprietary transportation fleet.

In 2018, the Company expanded wholesale operations into Mexico where it became the exclusive distributor of two major U.S. brands.

Matrix was engaged to perform a valuation of the Company and advise on a sale process. Tim Callison and his family ultimately decided to divest RM Parks’ U.S. petroleum distribution business to diversify family wealth and focus on Mexican operations.

Objective
To customize, execute, and complete a confidential sale process that would allow the Callison Family to realize maximum after-tax value upon the sale of their U.S. wholesale petroleum distribution business.

Solution
Matrix provided merger and acquisition advisory services to RM Parks, 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 PacWest Energy, LLC (a joint venture between Jackson Energy and Shell Oil Products US) was ultimately selected as the acquirer.  Valero Energy Corporation exercised its right of first refusal on the Company’s Valero branded assets.

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

The transaction with PacWest closed in December 2020 and Valero closed in February of 2021.

• Client: Pester Marketing Company
• Location: Denver, CO
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Fortress Investment Group LLC and Phillips 66 Company (NYSE: PSX)
• Close Date: January 2021
• Press Release: Matrix Announces the Successful Sale of Pester Marketing Company d/b/a Alta Convenience

Situation
Pester Marketing Company (“Pester” or the “Company”) was acquired by the current shareholder group in May of 2016 as a spin-off from World Fuel Services Corporation (NYSE: INT).

Headquartered in Denver, Colorado, Pester is one of the largest operators of convenience stores in the Front Range corridor with stores that span Colorado, Kansas, New Mexico, and Nebraska.

Following a series of acquisitions, Pester more than doubled its store count to 106 locations in less than three years.

As the ownership group contemplated exiting the investment, Matrix was contacted to discuss strategic planning and provide valuation services. Ultimately, the shareholders decided it was an opportune time to take Pester to market.

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 Pester or its assets and to minimize post-closing liabilities to the seller by way of representation and warranty insurance, as well as pollution legal liability insurance.

Solution
Matrix provided merger and acquisition advisory services to Pester, 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 CF H33 LLC, a new joint venture between Fortress Investment Group LLC, a leading global investment manager, and a subsidiary of Phillips 66 Company (NYSE: PSX), 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 CF H33 LLC closed in January 2021.

• Client: Penn Tank Lines, Inc.
• Location: Chester Springs, PA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Penn Tank Lines, Inc.
• Close Date: December 2020
• Press Release: Matrix Advises Penn Tank Lines, Inc. on the Successful Acquisition of Stardust Transportation, LLC

Situation
Penn Tank Lines, Inc. (“Penn Tank Lines”) approached Matrix during the second quarter of 2020 regarding a potential acquisition of Stardust Transportation, LLC (“Stardust”), a leading aviation gasoline and jet fuel transportation company based in Fishers, Indiana.

Over the last two decades, under the leadership of Tom Harris, Stardust has grown into one of the largest and most reliable specialty fuel transportation providers in the country. Stardust serves primarily airline, airport, and government customers throughout the Midwest, Texas, and Florida.

Penn Tank Lines targeted the acquisition of Stardust to leverage their bulk petroleum and flatbed transportation business and diversify further into aviation fuels transportation in existing and new markets.

Objective
Matrix was engaged to advise Penn Tank Lines on the valuation of the acquisition opportunity,  assist in the development of operating and financial assumptions, provide guidance on the structure and terms of the offer, negotiate the asset purchase agreement, and to assist Penn Tank Lines with securing debt financing for the transaction.

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 Penn Tank Lines to easily perform sensitivity analyses and to estimate returns on debt and equity for the acquisition, which was especially important due to the uncertainty around the recovery of the aviation fuels market from COVID-19 impacts

Penn Tank Lines closed on the successful acquisition of Stardust in December 2020 and was able to secure attractive financing terms as part of the transaction.

• Client: Tri Gas & Oil Co, Inc.
• Location: Federalsburg, MD
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Tri Gas & Oil Co, Inc.
• Close Date: December 2020
• Press Release: Matrix Advises Tri Gas & Oil on the Successful Acquisition of A Leading Refined Fuels Distributor and HVAC Services Business

Situation
Tri Gas & Oil Co., Inc. (“Tri Gas & Oil”) approached Matrix during the third quarter of 2020 regarding a potential refined fuels and HVAC services acquisition opportunity, based on the Delmarva Peninsula.

The target supplied refined fuels and provided HVAC services to residential, commercial, industrial, and jobber customers. In aggregate, the target’s refined fuels and HVAC service business served ~5,400 customers.

Tri Gas & Oil targeted the acquisition due to their attractive customer base and geographic location relative to Tri Gas & Oil’s existing operations on the eastern shore of Maryland and Delaware, and to substantially grow its Comfort Plus Services division which specializes in the installation and report of HVAC equipment and indoor air quality (IAQ) solutions.

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 securing debt financing for the transaction.

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 Tri Gas & Oil’s commercial lender to help secure the senior term debt on the most favorable terms possible.

Tri Gas & Oil closed on the transaction in December 2020.

• Client: New West Oil Company, L.L.C.
• Location: Glendale, AZ
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: RelaDyne LLC, a portfolio company of Audax Private Equity
• Close Date: December 2020
• Press Release: Matrix Announces the Successful Sale of New West Oil Company, L.L.C.

Situation
New West Oil Company, LLC (“New West” or the “Company”) was founded in Glendale, Arizona, by four former employees of Canyon State Oil Company: Tim Genrich (CEO), Ron Reeves (President), Tom Turley (VP Commercial Sales), and Terry Cooney (CFO).

The Company began as a Valvoline distributor and also developed and grew a strong proprietary brand, Ultra Lubricants. In 2013, the Company created New West Environmental, a division that collects used oil from customers and resells it as burner fuel to asphalt and concrete companies. The addition of New West Environmental allowed the Company to offer its lubricant customers a disposal solution for used oil, filters, and coolant, without the need for a separate vendor.

In 2016, New West expanded into Las Vegas with the Valvoline brand and in 2018 also became one of the largest Petro-Canada distributors in the United States.

Over the course of just nine years, New West grew from a one-brand start-up into a leading multi-brand lubricant, commercial fuel, and environmental service provider in the Southwest.

The owners contacted Matrix in order to understand the value of the business in a potential sale.

After presenting the most likely valuation range and recommended sale process with the owners, Matrix was retained to advise on a potential sale process. Ultimately, the Company decided to pursue a sale that allowed it to retain real estate control of its facilities through a subsequent lease to the buyer post-closing.

Objective
To customize, execute, and complete a confidential sale process that would allow New West’s shareholders to realize maximum after-tax value upon the sale of the Company.  In addition, the owners’ preference was to maintain real estate control of its facilities and secure favorable post-transaction employment agreements with an acquirer for the owners and other employees.

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

Multiple competitive offers were received, and RelaDyne was ultimately selected as the acquirer.

Matrix assisted in the negotiation of the purchase agreement, coordinated the due diligence, structured proposed facility lease terms, and managed the closing process.

The transaction with RelaDyne closed in December 2020.

• Client: Stop-N-Go of Madison, Inc.
• Location: Madison, WI
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Kwik Trip, Inc.
• Close Date: December 2020
• Press Release: Matrix Announces the Successful Sale of Stop-N-Go of Madison, Inc.

Situation
Stop-N-Go of Madison, Inc. (“Stop-N-Go” or the “Company”) was founded in 1693 by Duane and Olympia Bowman with a focus on operating neighborhood grocery stores. In the 1980s, Stop-N-Go underwent a strategic initiative to transform the portfolio into a convenience store chain with a motor fuels offering.

Under the leadership of Andrew Bowman, President and fourth generation of family ownership, Stop-N-Go continued to grow into one of the leading convenience store brands in southern Wisconsin and northern Illinois, which primarily marketed BP branded fuels.

The Company operated 36 convenience stores, 26 of which were controlled fee simple.

Matrix was engaged to perform a valuation of the Company and advise on a sale process. The shareholders ultimately decided to exit the retail convenience store and petroleum marketing business to diversify family wealth and focus on other ventures.

The operating companies and real estate holding company were all C-Corporations, and they also owned real properties that were unrelated to the Stop-N-Go business.

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 Stop-N-Go or its assets.

Solution

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

Due to client preferences, Kwik Trip, Inc. was approached on a pre-emptive basis, although Matrix was prepared to launch a broader marketing process to a pool of established, credible prospective buyers.

Matrix assisted Stop-N-Go and their tax advisors to understand the tax implications of various transaction scenarios and negotiated the allocation of purchase price with Kwik Trip 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 Kwik Trip, Inc. closed in December 2020.

• Client: Dixie Gas & Oil Corporation
• Location: Verona, VA
• Industry: Downstream Energy & Convenience Retail
• Buyer/Investor: Quarles Petroleum, Inc.
• Close Date: October 2020
• Press Release: Matrix Announces the Successful Sale of Dixie Gas & Oil Corporation

Situation
Dixie Gas & Oil Corporation (“Dixie” or the “Company”), headquartered in Verona, Virginia, was one of the region’s largest independent suppliers of retail propane, heating oil, commercial fuels, and lubricant products serving over 10,000 customers in 17 counties throughout Virginia and West Virginia.

Originally founded as Dixie Bottle Gas Company in 1946, the Company initially focused on propane cylinder exchange services in the post-World War II housing boom. Over the next three decades, Dixie continued to grow its propane business and significantly expanded its other product offerings. Through a number of acquisitions and organic growth, the Company developed into one of Virginia’s premier propane and commercial fuels retailers with five bulk plants, a propane rail terminal, and four retail offices with appliance showrooms.

Matrix was retained to perform a valuation of the Company and to advise on a sale process, including the possibility of a break-up sale to multiple different buyers. Ultimately, the shareholders decided to sell the business to diversify their wealth and focus on other ventures.

Objective
To customize, execute, and complete a confidential sale process in a way that would allow the Dixie family to realize maximum after-tax value upon the sale of Dixie Gas & Oil Corporation.

Solution
Matrix provided Dixie with merger and acquisition advisory services, 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 refined fuels distributors; large, public companies including MLPs;  and a select pool of lubricants-focused distributors. Matrix executed a bifurcated sale process to solicit offers for the entire company as well as each separate division to determine the best path for maximizing value.

Multiple offers were received, including bids for the entire company and bids for only certain divisions. Ultimately, Quarles Petroleum (“Quarles”), who sought to acquire the entire company, was selected as the buyer.

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

The transaction with Quarles closed in October 2020.

• 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

Situation
Martin Eagle Oil Company (“Martin Eagle” or the “Company”), founded in 1963 and headquartered in Denton, Texas, was a petroleum marketing, fuels distribution, and fuels transportation company serving customers primarily in and around the Dallas-Fort Worth metroplex and north central Texas.

The Company marketed both branded and unbranded fuels to an asset base composed of three company-operated stores, 22 consignment accounts, 40 open dealer accounts, and a municipal and commercial fuels supply business. The Company also operated a fuels transportation company, Southwest Transport Co., that was used to primarily deliver fuel to the Martin Eagle controlled or supplied assets.

The Company’s shareholders first engaged Matrix to advise on strategic alternatives in 2015. Matrix provided the shareholders with a market valuation and discussed the primary value drivers for their business. At that time, the shareholders decided to focus on growing and optimizing the business in anticipation of a future sale. In 2018, the shareholders reengaged Matrix to execute a sale process in order to diversify their wealth and pursue other opportunities.

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 petroleum marketing, fuels distribution, and transportation assets.

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

Multiple offers were received, and the Company ultimately decided the greatest after-tax proceeds could be achieved through a bifurcated sale process. U.S. Oil, a subsidiary of U.S. Venture, was selected as the acquirer of the municipal and commercial fuels and transportation assets, and an undisclosed buyer acquired the company-operated stores and consignment and dealer accounts.

Matrix assisted in the negotiation of two separate asset purchase agreements and coordinated the due diligence processes and the multiple closings. The transaction with U.S. Oil closed in April 2020 and the transaction with the undisclosed buyer closed in September 2020.

• 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
• Press Release: Matrix - Midwestern Propane Gas PR - 8-6-20

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.

Situation
Martin Eagle Oil Company (“Martin Eagle” or the “Company”), founded in 1963 and headquartered in Denton, Texas, was a petroleum marketing, fuels distribution, and fuels transportation company serving customers primarily in and around the Dallas-Fort Worth metroplex and north central Texas.

The Company marketed both branded and unbranded fuels to an asset base composed of three company-operated stores, 22 consignment accounts, 40 open dealer accounts, and a municipal and commercial fuels supply business. The Company also operated a fuels transportation company, Southwest Transport Co., that was used to primarily deliver fuel to the Martin Eagle controlled or supplied assets.

The Company’s shareholders first engaged Matrix to advise on strategic alternatives in 2015. Matrix provided the shareholders with a market valuation and discussed the primary value drivers for their business. At that time, the shareholders decided to focus on growing and optimizing the business in anticipation of a future sale. In 2018, the shareholders reengaged Matrix to execute a sale process in order to diversify their wealth and pursue other opportunities.

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 petroleum marketing, fuels distribution, and transportation assets.

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

Multiple offers were received, and the Company ultimately decided the greatest after-tax proceeds could be achieved through a bifurcated sale process. U.S. Oil, a subsidiary of U.S. Venture, was selected as the acquirer of the municipal and commercial fuels and transportation assets, and an undisclosed buyer acquired the company-operated stores and consignment and dealer accounts.

Matrix assisted in the negotiation of two separate asset purchase agreements and coordinated the due diligence processes and the multiple closings. The transaction with U.S. Oil closed in April 2020 and the transaction with the undisclosed buyer closed in September 2020.

• 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.