Situation
Under various predecessor entities, but through continued related family ownership, the Company operated retail convenience stores with fuel in west Texas since the early 1970’s. In 2001, Tyler and Monica Wolfe purchased the business from Monica’s father, Frank Ligon and in 2008 began rebranding the convenience stores under the Jack’s banner.

In 2014, Penta Operating, LLC was formed when four former Town & Country Food Stores executives, consisting of Alvin New, Devin Bates, Randy Brooks and Robert Eggleston, invested in the Company alongside the Wolfes.

The Company’s retail petroleum assets consisted of 9 high-quality, company-operated petroleum marketing and convenience retail stores, one Jack’s Lube & Wash oil change and car wash location, and one oil change with fuel location. In total. seven of the eleven locations operated a combination of in-bay or tunnel car washes.

The owners contacted Matrix in June 2021 regarding a potential sale of the assets, partly due to capital gains tax rates potentially increasing in 2022. Matrix was asked to perform a valuation of the Company’s assets and recommend a sale process to maximize value, with the sale needing to occur in 2021. Based on the valuation feedback provided, the shareholders decided to market the assets for sale in order to diversify wealth and focus on other ventures.

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

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

Matrix ran a very efficient process focused on strict deadlines for buyers in order to maximize the probability of a closing in 2021 and likely favorable tax rates.

Multiple competitive offers were received, and Monfort Companies 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 Monfort Companies closed in December 2021.