Situation
Express Lane, Inc.’s shareholders contacted Matrix regarding their desire to sell the entire company in order to exit the business and retire. The company directly operated forty-five (45) convenience stores with gasoline in the Florida Panhandle, of which seven (7) were owned fee simple and the remaining thirty-eight (38) were leased. The stores sold fuel primarily under the Chevron and Exxon flags, and a portion of the chain’s stores offered branded quick-service food offerings.

To maximize after tax proceeds to the shareholders, the transaction needed to be structured as a stock sale to avoid the built-in gains tax from their Subchapter S election, and the transaction needed to close by December 31, 2012 to avoid the 2013 tax increases.

Objective
To customize, execute, and complete a confidential sale process that would maximize value for Express Lane’s shareholders.

Solution
Matrix provided valuation guidance to Express Lane and then structured and executed a highly confidential sale process by contacting select national convenience store chains and regional jobbers who had the financial capacity to complete a transaction of this size.

Several competing offers were received for the company, and Lehigh was chosen as the purchaser. The transaction was structured as a sale of 100% of Express Lane’s stock and an asset sale of a small number of assets that were not subject to built-in gains tax.

Matrix negotiated the purchase agreements and coordinated the due diligence and closing processes.

The transaction with Lehigh closed in December 2012.