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.