Pilot Flying J to Acquire Maxum Petroleum

Takes controlling interest in independent energy logistics company

KNOXVILLE, Tenn. -- Pilot Flying J, Metalmark Capital, Waud Capital Partners and Maxum Petroleum Inc. have announced that Pilot Flying J will acquire a controlling interest in Maxum--a major independent energy logistics company--for cash and Pilot Flying J's contribution of Western Petroleum into Maxum.

Greenwich, Conn.-based Maxum sells and distributes more than 1.3 billion gallons of refined petroleum products and serving more than 15,000 customers. Services include a comprehensive offering of fuel and lubricants as well as a variety of value-added logistics and energy management services to a diverse industrial customer base.

Maxum said it expects to continue to grow by capitalizing on its procurement and logistics expertise, refiner relationships, broad distribution platform, enterprise-wide information technology systems, suite of complementary and value-added services and experienced management team.

Current investors, including Maxum management, private-equity firms Metalmark and Waud, will re-invest in the new venture.

"The acquisition of Maxum offers us an excellent growth opportunity, and we are very excited to increase our participation in this industry. Maxum's management team and talented workforce have demonstrated commitment and leadership in executing their business plan and delivering value to their customers and suppliers. Maxum will continue to operate as an independent stand-alone business under the leadership of CEO Perot Bissell," Pilot Flying J president and CEO Jimmy Haslam said.

"The management team of Maxum Petroleum is very pleased to have Pilot Flying J as a partner," said Bissell. "Pilot Flying J's investment in our business is a strong validation of the strategy and vision we have been pursuing since 2004. We will continue to provide our customers with high-quality and reliable delivery with a strong focus on value added services and solving our customers' unique logistics requirements. We are also delighted to welcome the Western Petroleum team to Maxum. The addition of Western Petroleum's people and network of logistics assets will be a strong addition to our distribution platform."

Perry Taylor, president of Western Petroleum, said, "We look forward to joining the Maxum team and are very excited about Pilot Flying J's long-term commitment to our industry."

Howard Hoffen, chairman of Metalmark, added, "Maxum has achieved many of its goals including the successful integration of 16 acquisitions in the fuel and lubricants distribution business onto one common platform, assembling a strong management team with a track record of consolidating distribution companies, and positioning itself with a strong balance sheet to continue to pursue growth both through acquisitions and organic means. We are excited about our continued investment in Maxum and our new partnership with Pilot Flying J."

Pilot Flying J is based in Knoxville, Tenn., and has more than 600 retail locations across North America. Pilot Flying J is also one of the nation's largest wholesale fuel providers, delivering more than eight billion gallons of fuel annually to customers in 47 states and eight Canadian provinces. The company employs approximately 21,000 people and is the largest operator of travel centers and travel plazas in North America.