Susser Holdings Acquires Gainesville Fuels

Wholesale fuel, lubricants distributor assets will go to Susser Petroleum Partners

CORPUS CHRISTI, Texas -- Susser Holdings Corp. has completed the acquisition of Gainesville Fuels Inc., which operates a wholesale fuel and lubricants distribution business selling approximately 60 million gallons of diesel annually to oil and gas producers in northern Texas and southern Oklahoma.

Susser Holdings will contribute the acquired company to master limited partnership (MLP) Susser Petroleum Partners LP.

"We would like to extend a warm welcome to the employees and customers of Gainesville Fuel. The Gainesville acquisition gives us access to new geographic wholesale markets in North Texas and Southern Oklahoma," said Sam L. Susser, president and CEO of Susser Holdings.

"By combining the Gainesville business with our existing commercial fuels business serving customers in the Permian basin, we expect to realize operating and procurement synergies. We also have the opportunity to expand sales to existing customers in these new service areas," Susser said.

Management expects that the contribution of the company to Susser Petroleum will occur within the next few days. In connection with this value-for-value exchange, Susser Petroleum will assume Gainesville's existing indebtedness and certain other liabilities, and will issue $2 million in Susser Petroleum common units to Susser Holdings. Susser Holdings expects to immediately record a one-time non-cash deferred tax charge of approximately $3.6 million arising from the contribution of goodwill from a taxable entity (Susser Holdings) to a non-taxable entity (Susser Petroleum) in connection with this transaction.

Raymond James & Associates Inc. acted as advisor for Gainesville Fuels in this transaction.

In other company news, Susser Holdings said it has opened six new large-format Stripes convenience stores to date during the third quarter, bringing the total new store builds for the year-to-date to 16. Susser Petroleum completed a $13.3 purchase and leaseback transaction for four Stripes stores in late August and also purchased one additional site from Susser Holdings  that will be leased to an independent operator in its fuel distribution business.

Since its initial public offering in Sept. 2012, Susser Petroleum has completed the purchase and leaseback of 26 Stripes stores for a cumulative cost of $103 million, including post-completion true-up.

Susser Holdings is a third-generation, family-led business based in Corpus Christi, Texas, that operates approximately 570 c-stores in Texas, New Mexico and Oklahoma under the Stripes banner. Restaurant service is available in approximately 365 of its stores, primarily under the proprietary Laredo Taco Co. brand. Susser Holdings also is majority owner and owns the general partner of Susser Petroleum, which distributes more than 1.5 billion gallons of motor fuel annually to Stripes stores, independently operated consignment locations, c-stores and retail fuel outlets operated by independent operators and other commercial customers in Texas, New Mexico, Oklahoma and Louisiana.