Mergers & Acquisitions

GPM, Empire to Divest Stations in 4 States

FTC requires companies to sell 7 locations as a condition of acquisition
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WASHINGTON — Arko Holdings Ltd. and Empire Petroleum Partners LLC have agreed to divest seven retail fuel assets in gasoline and diesel fuel markets across four states to settle Federal Trade Commission (FTC) charges that Arko’s proposed acquisition of Empire would violate federal antitrust law.

Based in Israel, Arko operates in the United States through its Richmond, Va.-based subsidiaries, convenience-store operators GPM Petroleum LLC and GPM Southeast LLC. Dallas-based Empire is a wholesale fuel distributor and operator of retail fuel and convenience stores.

According to the complaint, retail markets for gasoline and diesel fuel are frequently small and highly localized, and the two products are not interchangeable with other types of fuel. The complaint alleges that the acquisition as proposed would harm competition for retail sale of gasoline in seven markets in Indiana, Michigan, Maryland and Texas. In three of these markets, competition for the retail sale of diesel fuel would also be harmed. The complaint alleges that without a remedy, the acquisition would reduce the number of competitors to three or fewer in all of the markets.

GPM Locations:

  • GPM Next Door Food Store, Knox, Ind. (Buyer: Skyway Fuels Inc., La Porte, Ind.)
  • GPM Village Pantry, South Bend, Ind., (Buyer: SM Gas Inc., Chicago)

Empire Locations:

  • Empire Woody’s, Kokomo, Ind. (Buyer: Good Oil Co. Inc., Rochester, Ind.)
  • Empire Stevensville CITGO, Stevensville, Md. (Buyer: Nadeem Javed, Chester, Md.)
  • Empire Marathon, Edmore, Mich. (Buyer: Marathon Flint Oil Co., Flint, Mich.)
  • Empire Phillips 66, Hastings, Mich. (Buyer: Marathon Flint Oil Co., Flint, Mich.)
  • Empire Corner Store, Arlington, Texas (Buyer: Groves Fuel Management LLC, Dallas)

Under the terms of the proposed consent order, GPM and Empire are required to divest fuel assets to an independent competitor in each local market no later than 20 days after their acquisition is final. The order requires GPM and Empire to provide transitional services as needed to the divestiture buyers for up to 15 months after divesting the assets.

Empire distributes fuel brands including BP, Chevron, CITGO, Conoco, Exxon, Gulf, Marathon, Mobil, Phillips 66, Shell, Sinclair, Sunoco, Texaco and Valero in the Mid-Atlantic, Southeast, Southwest and Midwest. It is a portfolio company of American Infrastructure Funds, Foster City, Calif., a private investment firm with approximately $3 billion in assets under management.

GPM is the largest privately owned company in the convenience channel. The company, based in Richmond, Va., operates or supplies fuel to more than 1,400 stores in 23 states: Arkansas, Connecticut, Delaware, Florida, Illinois, Indiana, Iowa, Kentucky, Louisiana, Maryland, Michigan, Missouri, Nebraska, New Jersey, North Carolina, Ohio, Oklahoma, Pennsylvania, South Carolina, Tennessee, Texas, Virginia and Wisconsin. Its convenience-store brands are Fas Mart, Shore Stop, Scotchman, BreadBox, Young's, Li'l CricketNext Door Store, Village PantryApple MarketJiffi StopAdmiralRoadrunner MarketsJiffy Food MartsE-Z Mart1 StopTownStarRStore, Mad Max, Baltus and Jetz.

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